Q: Where are Forte Oil Plc shares traded? A: Forte Oil Plc shares are traded on the floor of the Nigerian Stock Exchange.
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1 ABOUT FORTE OIL PLC Forte Oil PLC is an integrated energy group. The Company operates in the downstream petroleum sector, power generation and upstream petroleum services. FORTE OIL PLC SHARES AND SHAREHOLDING Q: Where are Forte Oil Plc shares traded? A: Forte Oil Plc shares are traded on the floor of the Nigerian Stock Exchange. Q: What is Forte Oil Plc s stock symbol? A: Forte Oil Plc's shares symbol is FO. Q: Who is Forte Oil Plc s Registrar? A: Veritas Registrars Limited, Plot 89A Ajose Adeogun Street, Victoria Island Lagos. enquiries@zenithregistrars.com Tel: Q: When is Forte Oil Plc s next earnings release date? A: Forte Oil Plc generally releases earnings reports within two weeks following the close of the quarter. For the next scheduled earnings release date, please see the Calendar of Events in the Investor Relations section of our website Q: There was an announcement that Mercuria Energy Limited bought a 17% stake in Forte Oil. A cursory look at the 2015 Annual Report and Accounts does not reflect Mercuria as a shareholder. Was this an omission? A: This was not an omission. The announcement was made in line with extant laws governing such material transactions involving more than 5% of a company s stock. The transaction is still ongoing. FORTE OIL PLC FINANCIAL REPORTING Q: 2015 was a difficult year for business in general and the downstream petroleum sector in particular. How come Forte Oil Plc has continued to report such phenomenal success? A: Forte Oil Plc has grown beyond the sphere of the downstream petroleum sector for which are synonymous. We view our business as an Integrated Energy Solutions Provider and diversified our income streams by making strong inroads into the Upstream Petroleum Sector and Power Generation via investments in Forte Upstream Services and Geregu Power Plc. These investments set us apart and has ensured that we are able to grow and
2 find new markets. We should therefore not be viewed with the same lenses as a purely downstream petroleum marketing company. In addition to the foregoing, the Company made additional other income from our existing fixed assets including rental income from investment property, throughput from the Apapa Tank Farm, foreign exchange rate etc. Q: Forte has submitted its Financials very early in the new financial year in the last three years and consistently listed as an early filer on the Nigeria Stock Exchange, how and why do you do this? A: It is a testament to our much improved Corporate Governance and internal systems that we are able to deliver our financials early. The process is rigorous and we are even more open to market scrutiny due to our commitment to submit the Financials when there is a reporting lull in the market. In addition to early submission, Forte Oil Plc is the only Oil and Gas Company that audits its Half Year results. This we have done consistently for three years. We remain committed to full disclosure of the state of affairs at Forte Oil Plc. Q: In 2015, the Fuels business witnessed a drastic 31% drop in revenues. Is it a cause for concern that the mainstay of the business had such a drop? A: The reduction in revenues was as a result of the falling price of crude, reduction in the pump price of Premium Motor Spirit from NGN97 to NGN87 and a deliberate reduction in product importation due to the outstanding subsidy payments which have been overdue by up to 365 days Q: What is your loan mix between local and foreign currencies and what are your CAPEX targets for next years? A: We exited all our foreign exchange loan obligations and all our loans are in Naira and this has clearly protected us in the last twelve months and will helps us also going forward. Our CAPEX plans for the year is in progress but we cannot divulge the details of these for competitive reasons. See note Q: How are you coping with the foreign exchange scarcity especially with the deregulated product lines? Any plans for increases in prices? How has this affected your sales volume? A: We manage our foreign exchange risk through the use of Non-Deliverable Forwards (see Foreign Exchange Risk in page 81 of our 2015 Financial Report) Price movements are a reality of the business and while the prices have moved with market forces, we are acutely aware of the trust issues that emanate therefrom, so it is not a course of action taken lightly especially in the extant depressed market. Q: With the 18% increase in interest expense YOY, what is your outlook for interest rates in Nigeria, and how will that guide or impact your finance cost in 2016 and the midterm? A: In general, we don't comment on future interest rates. However, we are sensitive to the increased cost of borrowing and are exploring other avenues as announced in our NGN100bn as approved by shareholders at our AGM held on the 26 th of April, Q: What is the cost of your marketing and promotional efforts specifically in relation to sales? A: We do not divulge ratios for competitive reasons but generally speaking, we are seeing the fruit of the work done by our marketing and customer facing team members. A cursory
3 look at our Annual Report would show the immediate impact of our marketing efforts within the ambits of our long term marketing plans especially below the line (activation in forecourts and alternative outlets) was kept at a very high level. Our belief in long term brand building is also unshaken. A case in point is our Visco 2000 and Super V range of lubricants which have been household names for decades. We have been consistently building those brands and will continue to do so. Q: Can you explain the measure behind the admirable containment in your OPEX in 2015 and is this the normalized level of OPEX going forward? A: The cost containment measures were partly successful due to the correct reading we gave to the direction of the economy and proactive actions we took to mitigate the effects especially those of inflation and foreign exchange instability. We were also conservative in our expenditure programme provide a base for continued profitability. The Management has also enjoyed the cooperation and understanding of our colleagues as we try to achieve more with less. Q: In relation to the waning purchasing power alluded to, what are your plans to capture value in the depressed market? A: Our market surveys show that the belief in our brand is strong however we are seeing a redirection in demand especially in our lubricants business towards our value for money variant, HD40 and we are building capacity along these lines to meet the demand. We are also exploring other options which we would keep to ourselves for now promises to be an exciting year for the business. Q: Why is other income high? A: Forte Oil Plc has a long held strategy of explore as many value streams as possible especially from existing fixed and liquid assets like our investment property, storage facilities, foreign exchange gains, income from mature investments, freight income from our company owned trucks, sale of scrap drums and other materials from our production packaging processes etc. Q: Any mergers or acquisitions in the horizon? A: We are open to organic and inorganic growth opportunities that add value to our business in terms of locations, facilities, product lines, goodwill etc. we are studying a few that match our criteria and would make our plans known at the appropriate time. FORTE OIL PLC DIVIDENDS AND TAXATION Q: Does Forte Oil Plc pay a cash dividend? A: Forte Oil Plc pays an annual dividend. The company has done so consistently and incrementally for the last three years Q: When are dividends paid? A: Dividends on Forte Oil Plc shares, as declared by the Board of Directors and approved at the Annual General Meeting, are expected to be paid to all shareholders whose names appear on the share register on the cut-off date within 48 hours of approval for shareholders who have registered for the E-Dividend option. Shareholders are advised to fill the E-Dividend Mandate Form on Page 116 of the 2015 Annual Report and Accounts and return the forms at the Registrar s desk at the venue of the AGM or the address below to benefit from the expedited dividend payment.
4 Veritas Registrars Limited, Plot 89A Ajose Adeogun Street, Victoria Island Lagos. Q: What advantage(s) does the E-Dividend have over my traditional dividend warrant? I. Guaranteed instant payment and receipt of your dividend as long as the details you provided are correct II. The service is absolutely free III. Reduced cases of unclaimed dividends IV. Elimination of potential loss of dividend warrants in the post or the problem of returned dividend warrants in the event that your changes address without notifying the company. V. It saves your Company money that we would have spent on issuing the paper warrants, packaging and postage costs, service fees etc. freeing up even more resources to invest in the business and ultimately, more money is available to be paid as dividends. VI. The E-Dividend saves you time spent waiting for the dividend warrant in the mail and travel time to deposit same into the bank VII. It can be paid into a Savings account. VIII. It is private and more secure IX. Dividends paid can be verified either via your online banking channels, bank alerts or monthly bank statements X. The Company is better able to track the success of our dividend payments and instantly meet our commitment to make your investments count. Q: Why are my Forte Oil dividends less than the dividend per share I calculated? A: There is a withholding tax (WHT) of 10% which is applicable to dividend payments in Nigeria. The tax is deducted before remittance of dividends to shareholders in line with Section 80 of the Companies Income Tax Act (CITA). Q: Do I still have to file or declare an additional tax return after receiving my dividends? A: No, if the only source of income from Nigeria is the dividend because the dividend is a Franked Investment Income in Nigeria. This means that no additional tax is due other than the WHT deducted at source before your dividend is paid. However, if you have any additional income(s) you are required to file an additional tax return in Nigeria. Please see Section 80 of CITA. Q: What about double taxation; what relief is available for my Nigerian dividend and interest? A: Nigeria's double taxation avoidance treaties reduce the WHT payable on dividends and interest to 7.5% for investors from treaty nations. Countries with which Nigeria has executed double tax avoidance treaties currently includes: a) Belgium b) Canada c) China d) France e) Italy (transport only) f) Netherlands g) Pakistan h) Philippines
5 i) Romania j) South Africa k) United Kingdom. Additional tax treaties have been signed with Mauritius and the United Arab Emirates (UAE), but are still in the process of ratification by the National Assembly. Q: With the growth in the value of my shares, am I liable to pay additional tax? A: Income taxes are payable on taxable profit. Such increase in share value does not qualify as taxable profit therefore, no additional tax is payable on increase of share value. Q: What are Treasury Shares? A: The treasury stock relates to 5,599,087 units of Forte Oil Plc s existing shares seized on the directive of the Security and Exchange Commission (SEC) from an existing shareholder to recover the dividend and interest received on unpaid shares during the 2009 hybrid offer by the shareholder. These shares were seized at a market value of N248 per share as at the date of the seizure. The shares are to be reissued to existing shareholders in the proportion of their shareholdings.
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