KOGI STATE GOVERNMENT OF NIGERIA
N5 BILLION 15% SERIES 1 BONDS DUE DECEMBER 2020
N20 BILLION BOND ISSUANCE PROGRAMME
An application has been made to list the Bonds on the Nigerian Stock Exchange
This Pricing Supplement/Supplementary Shelf Prospectus is issued by the Kogi State Government of Nigeria in connection with the issuance of
Series 1 Bonds under the N20 Billion Bond Issuance Programme established by the Kogi State Government of Nigeria (the “Issuer”). To the
extent that there is any conflict or inconsistency between the contents of this Pricing Supplement/Supplementary Shelf Prospectus and the Shelf
Prospectus, the provisions of this Pricing Supplement/Supplementary Shelf Prospectus shall prevail. This Pricing Supplement/Supplementary
Shelf Prospectus may be used to offer and sell the Bonds only if accompanied by and read in conjunction with the Shelf Prospectus. Copies of the
Shelf Prospectus can be obtained from the Issuing Houses/Book Runners.
This registration of this Preliminary Pricing Supplement/Supplementary Shelf Prospectus shall not be taken to indicate that the Commission
endorses or recommends the Securities or assumes responsibility for the correctness of any statements made or opinions or reports expressed in
the Pricing Supplement/Supplementary Shelf Prospectus. No Securities will be allotted or issued on the basis of the Shelf Prospectus read
together with this Pricing Supplement/Supplementary Shelf Prospectus later than two years after the date of the issue of the Shelf Prospectus.
This Pricing Supplement/Supplementary Shelf Prospectus contains particulars in compliance with the requirements of the Commission for the
purpose of giving information with regard to the Securities being issued hereunder (the “Series 1 Bonds” or the “Bonds”). The Issuer, it’s
Executive Council and Issuing Houses accept full responsibility for the accuracy of the information contained in this Pricing
Supplement/Supplementary. The Issuer declares that having taken reasonable care to ensure that such is the case, the information contained in
this Pricing Supplement/Supplementary Shelf Prospectus is, to the best of its knowledge, in accordance with the facts and does not omit anything
likely to affect the import of such information and that save as disclosed herein, no other significant new factor, material mistake or inaccuracy
relating to the information included in the Shelf Prospectus has arisen or has been noted, as the case may be, since the publication of the Shelf
Prospectus. The statements made in this paragraph are without prejudice to the provisions of Section 85 (1) of the Investment & Securities Act
No. 29 2007 (Civil Liability for Mis-statements in Prospectus). Further, the material facts contained herein are true and accurate in all material
respects and the Issuer confirms that, having made all reasonable enquiries, to the best of its knowledge and belief, there are no material facts, the
omission of which would make any statement contained herein misleading or untrue.
LEAD ISSUING HOUSE AND LEAD BOOK RUNNER
JOINT ISSUING HOUSES / BOOK RUNNERS
THIS PROSPECTUS IS DATED DECEMBER 31 2013
TABLE OF CONTENTS
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS ............................................................................. 3
INDICATIVE TRANSACTION TIMELINE ......................................................................................................................... 9
DECLARATION BY THE ISSUER ....................................................................................................................................... 10
UTILIZATION OF PROCEEDS ............................................................................................................................................ 11
EXTRACTS OF THE AGUSTO & CO RATING REPORT ................................................................................................ 14
EXTRACTS OF THE DATAPRO RATING REPORT ........................................................................................................ 15
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION ...................................... 16
REPORTING ACCOUNTANTS REPORT ON HISTORICALS ................................................................................................................. 16
STATEMENT OF ACCOUNTING POLICIES ....................................................................................................................................... 17
STATEMENT OF CONSOLIDATED REVENUE FUND......................................................................................................................... 19
STATEMENT OF CAPITAL DEVELOPMENT FUND ........................................................................................................................... 20
STATEMENT OF CASH FLOWS ........................................................................................................................................................ 21
NOTES TO THE FINANCIAL STATEMENTS ...................................................................................................................................... 22
STATUTORY AND GENERAL INFORMATION .............................................................................................................. 28
STATEMENT OF INDEBTEDNESS ..................................................................................................................................................... 28
CLAIMS, LITIGATIONS & DISPUTES................................................................................................................................................ 28
MATERIAL CONTRACTS ................................................................................................................................................................. 28
REMITTANCE TO THE SINKING FUND .......................................................................................................................................... 29
DOCUMENTS AVAILABLE FOR INSPECTION .................................................................................................................................. 30
RELATIONSHIP BETWEEN THE STATE AND ADVISERS .................................................................................................................. 30
COST AND EXPENSES...................................................................................................................................................................... 30
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT ..................................................................... 31
APPLICATION ................................................................................................................................................................................. 31
PAYMENT INSTRUCTIONS .............................................................................................................................................................. 32
ALLOCATION/ALLOTMENT............................................................................................................................................................ 32
DETAILS OF BANK ACCOUNTS ....................................................................................................................................................... 32
COMMITMENT FORM ......................................................................................................................................................... 33
2
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
Pricing Supplement/Supplementary Shelf Prospectus
This Pricing Supplement/Supplementary Shelf Prospectus is issued for purposes of providing details of the Series 1
Bond Issuance under the N20,000,000,000 Bond Issuance Programme being undertaken by the Kogi State Government
of Nigeria (“Kogi State” or “the Issuer”) and contains the specific terms of the Series 1 Bonds that are being issued
hereunder.
This Pricing Supplement/Supplementary Shelf Prospectus supplements the terms and conditions in, and incorporates
by reference, the Shelf Prospectus dated December 31, 2013 and all documents incorporated therein (“the Prospectus”),
and must be read in conjunction with the Prospectus. The terms used herein shall be deemed to be defined as such for
the purposes of the Terms and Conditions set forth in the Prospectus. In the event of any inconsistency between the
terms contained in the Pricing Supplement and the terms of the Prospectus, this Pricing Supplement will prevail for
the purposes of the Series 1 Bonds.
SUMMARY OF BOND ISSUANCE
1.
Issuer:
Kogi State Government
2.
Series Number:
1
3.
Issue Size:
Up to N5 Billion (Five Billion Naira)
4.
Par Value:
N1,000 (One Thousand Naira)
5.
Issue Price:
At par
6.
Gross Proceeds:
N5 Billion
7.
Net Proceeds:
N4.8 Billion
8.
Units of Sale:
Minimum subscription of 10,000 units and multiples of 5,000 units thereafter
9.
Tenor:
Seven (7) years
10.
Issue Date:
31 December 2013
11.
Bond Rating:
A- (Agusto & Co.)
BBB+ (DataPro Limited)
12.
Maturity Date:
31 December 2013
13.
Coupon Basis:
Fixed Rate
14.
Coupon Rate:
15% per annum
15.
Coupon Frequency:
Semi-annual and payable in arrears on June and December of each year up to and
including the Maturity Date
16.
Day Count
Convention:
Modified following business day
17.
Day Count Fraction:
Actual/Actual
18.
Listing:
An application has been made to the Council of The Nigerian Stock Exchange for the
admission of the Bonds to the Daily Official List of the Exchange.
19.
Method of
Distribution:
Offer for Subscription by way of Book Building. The Coupon will be determined following
the bid closing date (the date on which the Book Runners stop accepting Bids
3
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
for the Issue), at the conclusion of the Book Build.
20.
Qualified Investors:
The Investors that are permitted to participate in this Book Building are High Net worth
Individuals and Qualified Institutional investors including Fund Managers, Insurance
Companies, Unit Trusts, Multilateral and Bi-lateral Institutions, Registered and/or
Verifiable Hedge Funds, Market Makers, Staff schemes, Trustees, Custodians and Stock
broking firms as stipulated by Rule 321 of the Rules of the Securities & Exchange
Commission. Retail Investors are exempted from participating in this offer.
21.
Issuer Rating:
Bb+ (Agusto & Co.)
BB (DataPro Limited)
22.
Redemption/Payment
Basis:
Bullet repayment of Principal on the Maturity Date.
23.
Utilization of Proceeds:
The estimated net issue proceeds of N4,803,148,800 will be utilized to finance key
infrastructure projects in the State. Please refer to page 11 for the full breakdown of the use
of proceeds.
24.
Summary of Claims and The review of the Solicitors to the Issue with respect to the claims and litigations against the
Litigations:
State Government reveals that there are fifty-three (53) civil ligation matters pending
against the State as at 22 October 2013. The claims in these cases give rise to a potential
liability of N309,417,547.41 (Three Hundred and Nine Million, Four Hundred and
Seventeen Thousand, Five Hundred and Forty-Seven Naira, Forty-One Kobo). The
Solicitors are of the opinion that the litigations have arisen from the usual course of the
business of governance and will have no adverse consequences for the proposed Bond
Issue.
25.
Governing Law:
26.
The Laws of the Federal Republic of Nigeria
Security Trust Structure: A Sinking Fund will be established and funded from the Issuer’s statutory allocation by
way of an Irrevocable Standing Payment Order (“ISPO”) and shall be independently
administered by the Trustees. Lagos State has obtained an Irrevocable Standing Payment
Order in the sum of N124.1 million for purposes of the
interest and principal repayment obligations under the Bond.
The Bonds shall be further secured by a charge on the Debt Service Reserve Fund (“DSRF”)
funded from the State’s monthly Internally Generated Revenue (“IGR”). The portion that
will be funded to the DSRF shall be proposed by the Debt Management Office (“DMO”) of
the State and approved by the House of Assembly, and may be up to 30% of the State’s
monthly IGR.
27.
Final Redemption
Amount:
28.
Status of the Bonds:
N5 Billion
The Bonds shall constitute secured, direct, unconditional, general and irrevocable
obligations of the Issuer, backed by the ISPO, and shall rank pari passu among themselves
in all respects without discrimination any preference whatsoever.
Pursuant to the Personal Income Tax (Amendment) Act 2011, the Companies Income Tax
(Exemption of Bonds and Short Term Government Securities) Order 2011, and the Value
Added Tax (Exemption of Proceeds of the Disposal of Government and Corporate
Securities) Order 2011, the Bonds are exempted from taxation in Nigeria. As such, all
payments made to Bondholders shall be free and clear of all Taxes with no deduction made
whatsoever at source.
4
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
29.
Sinking Fund:
A Sinking Fund will be created in accordance with the provisions of the Enabling Law and
the ISA. The Sinking Fund shall be principally funded from the Statutory Allocation by way
of the ISPO and shall be administered solely by the Trustees.
30.
Fee Consideration:
Registration, transfer, coupon interest payments, principal repayment, issue of certificates
of title and certifications of transfers of bonds will be made free of any fees, duty, charges,
deductions or levy, except to the extent required by law.
31.
Tax Considerations:
Pursuant to the Personal Income Tax (Amendment) Act 2011, the Companies Income Tax
(Exemption of Bonds and Short Term Government Securities) Order 2011 and the Value
Added Tax (Exemption of proceeds of the Disposal of Government and Corporate
Securities) Order 2011, the Bonds are exempt from taxation in Nigeria. As such, all
payments made to Bondholders shall be free and clear of Withholding, State and Federal
Income and Capital Gains Taxes with no deductions whatsoever being made at source.
32.
Delivery:
Investors’ respective CSCS accounts will be credited electronically upon allotment. Each
Investor is required to provide a CSCS account number and a Clearing House Number
(“CHN”) on the Commitment Form.
33.
Bonds Settlement:
Bond purchases will be settled by electronic funds transfers through CBN’s Inter-bank
Funds Transfer System (“CIBFTS”), Nigerian Inter-bank System Electronic Transfer
(“NEFT”) or Real Time Gross Settlement System (“RTGS”).
34.
Closure of Register
Section 236 of the Investment & Securities Act 2007 stipulates that closure of the register of
bondholders at 21 days immediately preceding the date on which a coupon falls due.
Furthermore, no transfers of bonds are registerable during the closure period. Accordingly,
the Register of bondholders will be closed for the 21 days preceding each Coupon Payment
Date.
35.
Currency of Payment:
The Bonds shall be denominated in Nigerian Naira.
36.
Liquidity Status:
The Bonds are eligible for the conferment of liquid asset status by the Central Bank of
Nigeria. An application shall be submitted to the CBN in this respect upon the issuance of
the Bonds.
OPERATIONAL INFORMATION
37.
Names of Book
Runners:
Lead Issuing House / Book Runner
Afrinvest (West Africa) Limited
Joint Issuing Houses / Book Runners
BGL Plc
Greenwich Trust Limited
Radix Capital Partners Limited
Sterling Capital Markets Limited
38.
Date of Delivery
December 31 2013
39.
Registrar:
DataMax Registrars Limited
5
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
40.
Trustees:
Mainstreet Bank Trustees & Asset Management Co. Limited
Skye Trustees Limited
UBA Trustees Limited
Union Trustees Limited
41.
Other Parties:
Representatives of the State Executive Council
His Excellency, Captain Idris I. Wada
Governor and Chairman, State Executive Council
Mr. Yomi Awoniyi
Deputy Governor
Prof. Olugbemiro Jegede
Secretary to the State Government
Mr. Joe Adojo Abrahams (SAN)
Honourable Commissioner for Justice & Attorney General
Mr. Zakari A. Alfa
Honourable Commissioner for Finance and Economic Development
Dr. Olufemi Bolarin
Honourable Commissioner for Agriculture
Mr. Abdulrahaman Wuya
Honourable Commissioner for Environment & Natural Resources
Mrs. Patience Memuna Mameh
Honourable Commissioner for Women Affairs and Social Development
Mr. Stephen Shaibu Mayaki
Honourable Commissioner for Lands, Housing & Urban Development
Mr. Anthony Tunde Puke
Honourable Commissioner Youth & Sports
Mrs. Grace Yemi Elebiyo (JP)
Honourable Commissioner for Education
Dr. Omede Adama Idris
Honourable Commissioner for Health
Alhaji Yabagi Danlami Bologi
Honourable Commissioner for Information
Chief Ali Iteh Ajuh
Honourable Commissioner for Commerce & Industry
6
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
Mr. Ibrahim Abdullahi
Honourable Commissioner for Works & Transport
Mr. Umoru Ada Mohammed
Honourable Commissioner for Rural Development
Dr. Abdulmumuni Ajana Usman
Honourable Commissioner for Science & Technology
Engr. Olatunji Oshanisi
Honourable Commissioner for Budget and Planning
Mr. Ndamodu Ali
Honourable Commissioner For Local Government & Chieftaincy Affairs
Barr. Ojoka Acholo Thomas
Honourable Commissioner for Culture & Tourism
Dr. Barr. Hadiza Onotu M.S
Honourable Commissioner for Water Resources
Mr. Pius E. Atakida
Auditor-General to the State
Mr. Paul Audu
Accountant-General to the State
Lead Stockbrokers
Greenwich Securities Limited
Joint Stockbrokers
CardinalStone Securities Limited
Cowry Securities Limited
Springboard Trust & Investment Limited
Resort Securities & Trust Limited
Reporting Accountants
Ernst & Young Nigeria
Rating Agencies
Agusto & Co. Limited
DataPro Limited
7
PRICING SUPPLEMENT/SUPPLEMENTARY SHELF PROSPECTUS
Solicitors to the Issue
PAC Solicitors
Solicitors to the Trustees
Udo Udoma & Belo-Osagie
Olaniwun Ajayi LP
Receiving Banks
Access Bank Plc
Ecobank Nigeria Plc
Skye Bank Plc
Sterling Bank Plc
United Bank for Africa Plc
8
ABRIDGED TIMETABLE
Indicative Transaction Timeline
DATE
ACTIVITY
RESPONSIBILITY
31.12.2013
Commence Book Building
Issuing Houses
31.12.2013
Conclude Book Building
Issuing Houses
31.12.2013
Determine Coupon Rate and Aggregate Value of Bonds
Issuing Houses /KGSG
31.12.2013
Dispatch Allotment Confirmation Letters to Successful Participants
Issuing Houses
31.12.2013
Hold Completion Meeting
All Parties
31.12.2013
Allotment/Delivery and Settlement of Bonds
Issuing Houses
03.01.2014
File Allotment Schedule/Offer Documents with SEC
Issuing Houses
03.01.2014
Transfer net Issue proceeds to Kogi State Government
Receiving Banks
03.01.2014
File Executed Offer Documents with SEC
Issuing Houses
17.01.2014
List Bonds on the Floor of the Exchange
Stockbrokers
17.01.2014
Forward Summary Report to SEC
Issuing Houses
9
DECLARATION BY THE ISSUER
Declaration by the Issuer
10
UTILIZATION OF PROCEEDS
USE OF PROCEEDS
Utilization of Proceeds
The estimated net issue proceeds of N4,803,148,800 after deduction of N196,851,200 (representing 3.937% of the
Gross Issue Proceeds), will be utilized to finance infrastructure projects within the State.
SCHEDULE OF KEY INFRASTRUCTURE PROJECTS TO BE FINANCED
In fulfilment of the medium to long term strategy of the State, KGSG has decided to embark on a number of
infrastructural projects. As stated above, the State intends to utilize the proceeds of the Bonds to finance the
following projects:
LIST OF CORE PROJECTS TO BE FINANCED UNDER THE N5 BILLION SERIES 1 KOGI STATE BOND ISSUE
Total Project Cost
% Financed by
Issue
Construction of Otokiti-Ganaja, Lokoja Multi-Lane Carriage Way
2,941,104,839.24
30%
SUB-TOTAL
2,941,104,839.24
2
500 Housing Units in Lokoja Metropolis
1,599,988,408.00
31%
492,665,982.46
24 months
3
Kogi State Geographic Information System Phase II
500,000,000.00
30%
150,000,000.00
12 months
Projects to be Financed
1
Amount financed by
Issue
882,331,451.77
Project Duration
24 months
882,331,451.77
SUB-TOTAL
2,099,988,408.00
642,665,982.46
4
Eastern Senatorial District: Water Schemes at the following
locations: Ejule, Odu-Okpakili, Ida, Ankpa, Agaliga, Imane, Ajaka,
Anyigba and Oguma
1,298,104,771.50
30%
389,431,431.45
24 months
5
Central Senatorial District: Water Schemes at the following
locations: Okene Water Works, Ekuku Water Works, Adogo,
Ogori, Magongo, Essomi, Egge, Idoji (Okene North), Idoji (Okene
South), Ageva, Kuroko, Obangede, Nagazi, Oboroke and Ikuehi
988,789,645.60
30%
296,636,893.68
24 months
6
Western Senatorial District: Kabba Dam Resuscitation and Water
Works Rehabilitation, Rehabilitation of Water Schemes in Egbe,
Isanlu, Omi, Ogidi, Mopa, and Rehabilitation and Extension of
Aiyegunle-Gbede Water Scheme
789,575,544.60
30%
236,872,663.38
24 months
SUB-TOTAL
3,076,469,961.70
7
Provision of Infrastructure and Equipment to five (5) zonal
Hospitals at Ankpa, Idah, Dekina, Kabba and Okene as well as
Construction of 5 new cottage hospitals
922,940,988.51
1,145,747,932.54
30%
343,724,379.76
18 Months
8
Construction of 65 bed Hospital at Odu, Ogboyaga
800,000,000.00
30%
240,000,000.00
24 Months
9
Infrastructural Development of the Proposed University Teaching
Hospital, Anyigba
2,028,083,325.00
30%
608,424,997.50
12 Months
SUB-TOTAL
3,973,831,257.54
1,192,149,377.26
10 Development of a Modern Motor Park in Lokoja
1,676,870,000.00
30%
11 Development of the Kogi House in the Federal Capital Territory
2,200,000,000.00
30%
SUB-TOTAL
GRAND TOTAL
503,061,000.00
12 Months
660,000,000.00
24 months
3,876,870,000.00
1,163,061,000.00
15,968,264,466.48
4,803,148,800.00

Given that the bonds are being issued in tranches under a N20 billion bond issuance programme, the State plans to
finance 30% of the above mentioned projects from the N5 billion Series 1 Bond Issue while the balance would be
financed from subsequent tranches over the life of the Shelf.

The development of the Kogi House in the Federal Capital Territory will be undertaken via a Private Public Partnership
between the State through Kogi Investment & Properties Limited and Kaibo Engineering Group Holdings Limited in an
80%:20% split. The counterpart funding for the remainder to be funded by the State, would be sourced from the
internally generated revenue of the State.
11
UTILIZATION OF PROCEEDS
BRIEF DESCRIPTION OF THE PROJECTS TO BE FINANCED WITH THE P ROCEEDS
1.
Construction of Otokiti-Ganaja, Lokoja Multi-Lane Carriage Way
This project involves the construction of a multi-lane, dual carriage way in Otokiti – Ganaja, Lokoja and is being
executed by the Ministry of Works and Transport. The road will be designed to have a width of 21.1m and
length of 16,000m. The estimated cost of the project is N2.94billion and the project is expected to be completed
within 24 months.
2.
Construction of 500 Housing Units
This project involves the development of 500 residential housing units under a Housing Scheme pioneered
within the State and is being executed by the Ministry of Land, Housing and Urban Development The proposed
Kogi State Housing scheme will consist of 500 units of One to Three bedrooms situated in the Lokoja area. The
estimated cost of the proposed Housing Scheme is N1.60 billion and the project is expected to be completed
within 24 months.
3.
Kogi State Geographic Information System Phase II
The project involves the development of a Geographic Information System (“GIS”) and is being executed by the
Ministry of Land, Housing and Urban Development. The scope of work on this project will include the
acquisition of GIS data hardware and instrument, creation of a spatial database, training of end users,
incorporation of satellite imageries, automation of the State’s land registry and the acquisition of several
equipment and computer consumables. The estimated cost for this project is N500million and the project is
expected to be completed within 12 months.
4.
Water Scheme Development in Eastern Senatorial District
The project involves the development and rehabilitation of core water projects in the Eastern Senatorial District
of the State and is being executed by the Ministry of Water Resources. The locations covered under this district
include: Ejule, Odu-Apkakili, Idah, Ankpa, Agaliga, Imane, Ajaka, Anyigba and Oguma The estimated cost of
the project is N1.79billion and the duration of the various water projects ranges from 24months.
5.
Water Scheme Development in Central Senatorial District
The project involves the development and rehabilitation of core water projects in the Central Senatorial District
and is being executed by the Ministry of Water Resources. A water works scheme will be developed or
rehabilitated in this district. Areas covered under this district include: Okene, Ekuku, Adogo, Ogori, Magongo,
Essomi, Egge, Idoji, Kuroko, Obangede, Nagazi, Oboroke, Ikuehi. The estimated cost of the project is
N989milion and the duration of the various water projects ranges from 24months.
6.
Water Scheme Development in Western Senatorial District
The project involves the development and rehabilitation of core water projects in the Western Senatorial District
and is being executed by the Ministry of Water Resources. A water works scheme will be developed or
rehabilitated in this district. Areas covered under this district include: Kabba, Isanlu, Mopa, Egbe, AiyegunleGbede and Ogidi.. The estimated cost of the project is N722milion and the duration of the various water projects
ranges from 24months.
7.
Provision of Infrastructure and Construction of five Cottage Hospitals
This project involves the provision of infrastructure and equipment to five Zonal Hospitals at Ankpa, Idah,
Dekina, Kabba and Okene, construction of five new Cottage Hospitals as well as the procurement of medical
equipment to the five new Cottage Hospitals. The estimated cost for the projects is N1.15billion and it is
expected to be completed within 18 months. It is being executed by the Ministry of Health.
12
UTILIZATION OF PROCEEDS
8.
Construction of 65 Bed General Hospital at Odu, Ogboyaga
The project involves the construction of a 65 Bed General Hospital at Odu-Ogboyag and the procurement of
medical equipment and provision of infrastructure to the hospital upon completion. The total cost of this project
is N800million and it is expected to be completed within 24months. It is being executed by the Ministry of
Health.
9.
Infrastructural Development in the Proposed Kogi State University Teaching Hospital, Anyigba
The project involves the conversion of an existing hospital – Kogi Diagnostic and Reference Hospital to Kogi
State Teaching Hospital, Anyigba. The hospital will provide clinical training to students from the Faculty of
Medicine of the Kogi State University, Anyigba and provide clinical and specialized medical services to the
populace. The total cost of this project is N2.03 billion and it is expected to be completed within 12months. It is
being executed by the Ministry of Health.
10. Development of Modern Car Park in Lokoja
The project involves the construction of a modern car park in Lokoja. The total cost of this project is N1.68
billion and it is expected to be completed within 12months.
11. Development of Kogi House in the Federal Capital Territory, Abuja
The project involves the construction of Kogi House in the Federal Capital Territory, Abuja. The total cost of this
project is N2.20 billion and it is expected to be completed within 24 months.
13
EXTRACTS FROM THE ISSUE & ISSUER RATING REPORT
EXTRACTS OF THE AGUSTO & CO RATING REPORT
14
EXTRACTS FROM THE ISSUE & ISSUER RATING REPORT
EXTRACTS OF THE DATAPRO RATING REPORT
15
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
REPORTING ACCOUNTANTS REPORT ON HISTORICALS
16
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
STATEMENT OF ACCOUNTING POLICIES
STATEMENT OF ACCOUNTING POLICIES AS AT
31 DECEMBER 2012
The following are the significant accounting policies, adopted by the State Government in preparation of its financial
statements:
1.
Basis of Accounting
The financial statements prepared under the cash basis of accounting are in accordance with the generally
accepted Public Sector Accounting Standards and is consistent with the budget estimates for the financial year.
No adjustments have been made to reflect the impact of specific changes in the general price level on the financial
statements.
2.
Presentation of the Financial Statements
Details of general and specific funds are disclosed by the way of notes in the financial statements of the State
Government.
3.
Depreciation
In line with cash basis of accounting, fixed assets are not capitalised but written-off in the year of acquisition.
4.
Stocks
Stocks are expensed in the year of purchase in line with the cash basis of accounting.
5.
Investments
Investments are stated at cost and income from investments is credited on receipt of cash.
6.
Foreign Currencies
Transactions in foreign currencies are converted into Naira at the approximate rates of exchange ruling at the
time they arise. Balances in the foreign currencies are translated at the exchange rates ruling at the statement of
assets and liabilities date.
7.
Exchange Rates
The following rates are applicable at the year-end 31December 2012: US$ - N155.27, GBP – N251.0561, EURO –
N201.
17
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
STATEMENT OF ASSETS AND LIABILITIES
KOGI STATE GOVERNMENT OF NIGERIA
STATEMENT OF ASSETS AND LIABILITIES
AS AT
31 DECEMBER 2012
Notes
2012
N'000
2011
N'000
2010
N'000
2009
N'000
2008
N'000
ASSETS
3,206,486
2,018,165
240,653
5,153,715
7,616,138
21,593
21,593
21,593
21,593
21,593
Treasury clearance
3,836,349
5,366,586
3,065,064
3,735,377
3,511,370
Total Assets
7,064,428
7,406,344
3,327,310
8,910,685
11,149,101
9,542,586
3,009,388
4,758,600
5,078,095
(8,492,775)
(3,722,884)
Cash & Bank balances
Investments
2&10
3
FINANCED BY
Consolidated Revenue Fund
Capital Expenditure & Development Fund
Ministries/Developments
Sundries
Foreign loans
Internal Loans
Total Liabilities
(875,167)
2,674,197
(559,035)
714,615
3,000
3,000
3,000
3,000
3,000
17,401
17,401
17,401
17,401
17,401
5,244,997
4,936,132
4,020,405
4,690,719
5,335,990
-
1,400,000
-
-
-
7,064,428
7,406,344
3,327,310
8,910,685
11,149,101
18
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
STATEMENT OF CONSOLIDATED REVENUE FUND
KOGI STATE GOVERNMENT OF NIGERIA
STATEMENT OF CONSOLIDATED REVENUE FUND
AS AT
31 DECEMBER 2012
Notes
Opening Balance at 1 January
2012
N'000
9,542,586
2011
N'000
3,009,388
2010
N'000
4,758,600
2009
N'000
5,078,095
2008
N'000
2,292,085
Revenue
Statutory Allocation
5
53,287,761
55,866,066
39,308,940
34,953,576
38,466,241
Internally generated revenue
6
3,293,209
3,527,610
2,493,170
1,966,758
2,943,846
Grants, Refunds & Reimbursable
108,664
126,582
22,504
841,059
3,235,242
Miscellaneous Receipts
628,354
150,305
318,411
559,634
611,907
66,860,574
62,679,951
46,901,625
43,399,122
47,549,321
1,151,102
1,573,628
778,875
710,929
681,729
45,539,116
31,133,216
22,997,806
18,703,773
24,065,721
Total Recurrent Expenditure
46,690,218
32,706,844
23,776,681
19,414,702
24,747,450
Surplus of Revenue over Expenditure
20,170,356
29,973,107
23,124,944
23,984,420
22,801,871
(21,045,523)
(20,430,521)
(20,115,556)
(19,225,820)
(17,723,776)
(875,167)
9,542,586
3,009,388
4,758,600
5,078,095
Total Revenue
Expenditure
Consolidated Revenue Charges
Recurrent Expenditure
Transfer (to)/from Capital Development Fund
Closing Balance at 31 December
7
19
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
STATEMENT OF CAPITAL DEVELOPMENT FUND
KOGI STATEGOVERNMENT OF NIGERIA
STATEMENT OF CAPITAL DEVELOPMENT FUND
AS AT
31 DECEMBER 2012
2012
N'000
2011
N'000
2010
N'000
At 1 January
(8,492,775)
(3,722,884)
(559,035)
Transfer from Consolidated Revenue Fund
21,045,523
20,430,521
2,925,164
Notes
Other Capital Receipts
4.1
Total receipts
Capital Expenditure
Closing balance as at 31 December
4.2
2009
N'000
2008
N'000
714,615
2,059,539
20,115,556
19,225,820
17,723,776
2,336,118
1,450,887
-
-
15,477,912
19,043,755
21,007,408
19,940,435
19,783,315
(12,803,715)
(27,536,530)
(24,730,292)
(20,499,470)
(19,068,700)
2,674,197
(8,492,775)
(3,722,884)
(559,035)
714,615
20
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
STATEMENT OF CASH FLOWS
KOGISTATE GOVERNMENT OF NIGERIA
STATEMENT OF CASH FLOWS
AS AT
31 DECEMBER 2012
2012
N'000
OPERATING ACTIVITIES
RECEIPTS
Statutory Revenue Allocation
2011
N'000
2010
N'000
2009
N'000
2008
N'000
45,742,238
48,935,545
32,693,384
29,227,756
34,242,465
Value Added Tax
7,545,523
6,930,521
6,615,556
5,725,820
4,223,776
Internally Generated Revenue
3,293,209
3,527,609
2,493,170
1,966,757
2,943,846
Grants, Refunds & Reimbursable
108,664
126,582
22,503
841,059
3,235,243
Miscellaneous Receipts
628,354
150,306
318,411
559,634
611,906
57,317,988
59,670,563
42,143,024
38,321,026
45,257,236
Total Receipts
PAYMENTS
Personnel Emoluments
28,308,191
19,802,989
14,147,764
9,380,827
11,596,714
Pensions and Gratuities
2,982,266
2,104,919
1,654,563
1,268,849
1,088,211
Overhead Costs
3,833,084
2,369,952
2,217,880
2,201,589
1,972,843
Grants, Contributions and Subvention.
1,978,707
1,723,053
1,033,681
1,024,452
1,115,252
Miscellaneous Expenses
6,019,149
4,691,505
3,506,267
4,462,888
4,210,094
Public Debt Charges
2,417,719
440,797
437,653
474,960
671,852
Consol. Fund Charges
1,151,103
1,573,628
778,875
710,929
681,729
-
-
-
91,532
91,323
Payment to Local Govt Joint Account
Total Payments
46,690,219
32,706,843
23,776,683
19,616,026
21,428,018
Net cashflow from Operating Activities
10,627,769
26,963,720
18,366,341
18,705,000
23,829,218
Construction/Purchase of Assets
(12,803,715)
(27,536,530)
(24,730,291)
(20,499,469)
(19,068,699)
Net Cashflow from Investing Activities
(12,803,715)
(27,536,530)
(24,730,291)
(20,499,469)
(19,068,699)
INVESTING ACTIVITIES
FINANCING ACTIVITIES
Domestic Loans
-
1,400,000
-
-
-
605,605
936,118
1,450,888
-
-
Capital Grants
2,319,560
-
-
-
-
Net cash flow from Financing Activities
2,925,165
2,336,118
1,450,888
-
-
439,102
14,204
-
Cash and cash equivalent as at year end
1,188,321
1,777,512
Cash and cash equivalent as at 1 January
2,018,165
Cash and cash equivalent as at 31 December
3,206,486
Development loans
Adjustments for prior year Balances
(667,954)
129,191
(4,913,062)
(2,462,423)
4,889,710
240,653
5,153,715
7,616,138
2,726,428
2,018,165
240,653
5,153,715
7,616,138
21
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
NOTES TO THE FINANCIAL STATEMENTS
KOGI STATE GOVERNMENT OF NIGERIA
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER
1.
INTRODUCTION
Kogi State (“Kogi” or the ”State”) was created by the military administration of former President Ibrahim
Babangida on the 27th of August 1991. The State was carved from parts of old Kwara and Benue States. The East
Senatorial District of the State was created from Benue State while the West And Central Senatorial Districts were
created from Kwara State. Kogi State is located in the central region of Nigeria and geographically said to be the
most centrally positioned state in the federation. It is popularly referred to as “The Confluence State” because it
hosts the confluence of Rivers Niger and Benue and has its capital in Lokoja, where the two rivers meet. The State
shares boundaries with the Federal Capital Territory (FCT) and eight states including Niger, Kwara, Nassarawa,
Benue, Enugu, Ondo, Ekiti and Edo. Based on the State’s proximity to the FCT, the Abuja International Airport
serves as the national and international gateway for air travellers to and from the State. The strategic location of
the State positions the State to enjoy the spill-over advantages of investment opportunities.
2012
N'000
2
2009
N'000
2008
N'000
3,206,486
2,018,165
240,653
5,153,715
7,616,138
3,206,486
2,018,165
240,653
5,153,715
7,616,138
21,593
21,593
21,593
21,593
21,593
INVESTMENTS
Unquoted Investments
21,593
4.1
2010
N'000
CASH AND BANK BALANCES
Cash and Bank Balances
3
2011
N'000
21,593
21,593
21,593
21,593
OTHER CAPITAL RECEIPTS
Development loans
Capital Grants
Domestic Loans
605,605
936,118
1,450,887
-
-
2,319,559
-
-
-
-
-
1,400,000
-
-
-
0
0
2,925,164
2,336,118
1,450,887
22
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
2012
N'000
4.2
2010
N'000
2009
N'000
2008
N'000
CAPITAL EXPENDITURE
2,068,221
1,417,539
1,481,667
2,029,807
2,156,963
-
-
-
-
3,000
40,900
-
20,880
527,784
2,250
464,853
209,246
122,302
111,632
291,261
95,780
642,210
252,246
595,964
720,330
Transport
3,169,217
15,054,919
11,324,222
8,096,419
8,755,147
Education
731,458
1,166,847
1,391,119
1,220,027
2,397,473
1,056,867
919,770
759,862
279,076
245,493
Information
134,893
652,911
1,396,234
450,708
798,749
Social Development
478,560
457,503
234,606
101,155
100,000
1,693,680
3,747,832
4,537,633
3,908,484
498,923
Sewage & Drainage
154,082
261,254
1,372,550
1,010,039
746,356
Housing
248,372
686,423
474,757
464,112
792,436
Urban and Rural Development
125,120
98,059
220,706
158,145
35,583
2,169,886
2,055,647
1,058,320
1,426,118
1,392,236
61,150
-
5,000
120,000
132,500
110,676
166,370
78,188
-
-
12,803,715
27,536,530
Agriculture
Fisheries
Manufacturing
Energy
Commerce Fin & Corporation
Health
Water Supply
General Administration
General Administration (HOA Projects)
General Administration (Judiciary)
Development projects
TOTAL
5
2011
N'000
24,730,292
20,499,470
19,068,700
STATUTORY ALLOCATION
34,206,844
32,900,925
25,058,639
18,525,921
25,793,821
Excess crude oil account
3,549,431
6,926,381
7,086,838
10,223,227
8,448,644
Exchange differential
7,510,366
-
-
478,608
-
475,597
9,108,239
547,907
-
-
VAT Receipts
7,545,523
6,930,521
6,615,556
5,725,820
4,223,776
TOTAL
53,287,761
55,866,066
39,308,940
34,953,576
38,466,241
SRA from federation account
Refunds from Federal Govt
23
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
2012
N'000
6
2010
N'000
2009
N'000
2008
N'000
INTERNALLY GENERATED REVENUE
2,739,830
2,276,603
1,523,999
1,264,233
1,422,540
203,492
123,397
151,856
123,196
72,524
Licences
17,480
14,381
21,964
18,920
27,087
Earning and Sales
32,590
658,630
665,913
281,175
1,145,248
181,998
1,254
1,534
19,669
36,163
Interest repayment and Dividend
23,432
48,753
5,493
71,727
104,503
Miscellaneous revenue (Parastatals)
72,275
25,473
27,107
27,064
135,781
Others
22,112
379,119
95,304
160,774
-
3,293,209
3,527,610
2,493,170
1,966,758
2,943,846
Personnel Emoluments
28,308,191
19,802,989
14,147,764
9,380,827
11,596,714
Pensions and Gratuities
2,982,266
2,104,919
1,654,563
1,268,849
1,088,211
Overhead Costs
3,833,085
2,369,953
2,217,879
2,201,589
2,908,602
Grants, Contributions and Subvention
1,978,707
1,723,053
1,033,681
1,024,452
1,115,252
Miscellaneous Expenses
6,019,149
4,691,505
3,506,267
4,261,564
6,593,768
Public Debt Charges
2,417,718
440,797
437,652
474,960
671,851
-
-
-
91,532
91,323
45,539,116
31,133,216
22,997,806
18,703,773
24,065,721
Taxes
Fines & fees
Rent on government property
Total IGR
7
2011
N'000
RECURENT EXPENDITURE
Payment to Local Government Joint Account
TOTAL
24
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
8.
CONTINGENT LIABILITIES
The pension and gratuity obligations of Kogi State Government to its civil servants and officers in the historical
years from 2008 to 2012 have not been determined by an actuary as at December 31 2012.The actuarial valuation
on the pension and gratuity obligations which we consider significant in determining the actual obligations as at
December 2012 has not been concluded. To the extent of the information made available to us by the State’s
Executive, we are not aware of any other contingent liabilities against the Kogi State Government.
9.
CLAIMS AND LITIGATIONS
There are fifty three civil litigations cases pending against the Kogi State Government which have arisen in its
ordinary course of business from the information and schedule of civil litigations matters made available to us as
at 18th March 2013.The Solicitors to the Issue reported that these claims give rise to a potential liability of
N309,417,547.41 (Three Hundred and Nine Million, Four Hundred and Seventeen Thousand, Five Hundred and
Forty Seven Naira Forty One Kobo) and will have no adverse consequences for the proposed Bond Issue.
25
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
10
ADJUSTMENTS TO STATEMENTS OF ASSETS AND LIABILITIES
2012
N'000
A. Cash and Bank balances
Balance per audited account
Adjustments:
Overstated cash balance
3,466,604
2011
N'000
2,018,165
2010
N'000
240,653
2009
N'000
5,337,413
2008
N'000
7,616,138
-
-
-
(183,697)
-
Un reconciled developmentloan balance
(260,118)
-
-
-
-
Balance per Reporting Accountant Report
3,206,486
2,018,165
240,653
5,153,716
7,616,138
B.Total Assets
Total Assets as per audited account
Adjustments:
17,532,204
17,559,686
12,158,259
16,727,044
17,014,902
Remittances
(6,231,236)
(6,176,920)
(4,855,029)
(3,852,728)
(1,913,971)
Special imprest
(1,296,053)
(1,296,053)
(1,296,053)
(1,286,869)
(1,283,717)
Touring advances
(127,247)
(127,247)
(126,747)
(123,646)
(114,997)
Standing order
(837,888)
(837,888)
(837,888)
(837,888)
(837,888)
(1,715,228)
(1,715,228)
(1,715,228)
(1,715,228)
(1,715,228)
Unreconciled developmnet loan balance
(260,118)
-
-
-
-
Balance per Reporting Balance per Reporting
7,064,434
7,406,350
3,327,314
8,910,685
11,149,101
Debits in CTB(UBA)
C. Total liabilities
Total liabilities per audited accounts
17,532,204
17,559,686
12,158,259
16,727,044
17,014,902
Credits in CTB(UBA)
(1,122,468)
(1,122,468)
(1,122,468)
(1,122,468)
(1,122,468)
Changes in Consolidated
Revenue Fund closing balance**
(5,197,698)
(2,444,368)
(6,061,834)
(4,743,332)
Changes in Capital Development
Fund closing balance**
(4,147,609)
(10,017,552)
(5,264,113)
(632,057)
7,064,429
7,406,345
3,327,310
8,910,685
Balance per Reporting Accountant Report
986,679
11,149,102
D. Net Debits in CTB(UBA)
Debits in CTB (UBA)
1,715,228
1,715,228
1,715,228
1,715,228
1,715,228
Credits in CTB (UBA)
(1,122,468)
(1,122,468)
(1,122,468)
(1,122,468)
(1,122,468)
592,760
592,760
592,760
592,760
592,760
Net Debits transferred to CRF
26
HISTORICAL FINANCIAL INFORMATION – FIVE YEAR FINANCIAL INFORMATION
11
ADJUSTMENTS TO CAPITAL DEVELOPMENT FUND
2012
N'000
2011
N'000
2010
N'000
2009
N'000
2008
N'000
Balance per audited account
19,625,522
29,061,308
26,271,521
20,572,491
19,783,314
VAT receipts
(7,545,523)
(6,930,521)
(6,615,556)
(5,725,820)
(4,223,776)
(10,017,552)
(5,264,113)
(632,057)
-
-
Changes in transfer from Consolidated Revenue fund
13,415,465
2,177,081
1,983,500
5,093,764
4,223,776
Balance per Reporting Accountant Report
15,477,912
19,043,755
21,007,408
19,940,435
19,783,314
TOTAL CAPITAL RECEIPTS
Changes in opening balance
** Changes in Capital Development Fund closing balance are as a result
of reclassification of VAT receipts to Consolidated Revenue Fund
changes in transfer to Capital Development Fund
12
ADJUSTMENTS TO CONSOLIDATED REVENUE FUND
A. RECURRENT REVENUE
Balance per audited account
Adjustments:
VAT
Adjustments for opening balance
Balance per Reporting Accountant Report
58,328,373
58,193,799
46,347,904
42,416,634
42,325,545
7,545,523
6,930,521
6,615,556
5,725,820
4,223,776
986,679
(2,444,369)
(6,061,835)
(4,743,332)
-
66,860,575
62,679,951
46,901,625
43,399,122
46,549,321
46,375,784
31,384,452
22,762,092
17,464,144
20,004,118
54,316
1,321,892
1,002,304
1,938,757
1,913,970
-
-
9,185
3,152
1,283,717
500
3,101
8,649
114,997
-
-
-
837,888
-
-
-
592,759
260,118
-
-
-
-
46,690,218
32,706,844
23,776,682
19,414,702
24,747,449
B. RECURRENT EXPENDITURE
Balance per audited account
Adjustments:
Remittance
Imprest
Touring
Standing Order
-
Net UBA debit balance
Unreconciled development loan balance
Balance per Reporting Accountant Report
**Recurrent expenditure adjustments represent yearly net movements
for items detailed under 10B and 10D
**Changes in Closing balances of Consolidated Revenue Fund (CRF)
are as a result of adjustments detailed in notes 10B,10D and11 above
27
STATUTORY AND GENERAL INFORMATION
STATUTORY AND GENERAL INFORMATION
STATEMENT OF INDEBTEDNESS
Save as disclosed herein, the State had no outstanding debentures, mortgages, loan capital, overdrafts, short term loans,
charges or similar indebtedness or material contingent liabilities other than those arising from the ordinary course of
operations/business. However, as at 30 September 2013, the total loans and overdraft of the State was N5.9billion.
CLAIMS, LITIGATIONS & DISPUTES
The Solicitors’ review with respect to the claims and litigations against the State Government reveals that there are fiftythree (53) civil ligation matters pending against the State as at 18th March 2013. The claims in these cases give rise to a
potential liability of N309,417,547.41 (Three Hundred and Nine Million, Four Hundred and Seventeen Thousand, Five
Hundred and Forty-Seven Naira, Forty-One Kobo). The Solicitors are of the opinion that the litigations have arisen from
the usual course of the business of governance and will have no adverse consequences for the proposed Bond Issue.
MATERIAL CONTRACTS
A vending agreement dated 31 December 2013 between Kogi State Government on the one part and Afrinvest, BGL,
Greenwich, Sterling Capital and Radix Capital on the other part by which the latter had agreed to arrange the issuance of
N20 Billion Kogi State 15% Fixed Rated Infrastructure Development Bond 2013/2020 on behalf of the State.
A Trust Deed dated 31 December 2013 between Kogi State Government on the one part and Skye Trustees Limited and
UBA Trustees Limited on the other part by which the latter had agreed to manage, effect and co-ordinate the N20 Billion
Kogi State 15% Fixed Infrastructure Development Bond 2013/2020 on behalf of the State.
Save as disclosed above, the Issuer has not entered into any contract which may be deemed material in connection with
the issue.
28
STATUTORY AND GENERAL INFORMATION
REMITTANCE TO THE SINKING FUND
The following table indicates the amounts to be transferred to the sinking fund for the purpose of servicing interest and
principal payments. The Table reflects the Coupon price range of between 14% and 15% per annum.
Monthly Deduction Schedule
Month
Month 1
Month 2
Month 3
Month 4
Month 5
Month 6
Month 7
Month 8
Month 9
Month 10
Month 11
Month 12
Month 13
Month 14
Month 15
Month 16
Month 17
Month 18
Month 19
Month 20
Month 21
Month 22
Month 23
Month 24
Month 25
Month 26
Month 27
Month 28
Month 29
Month 30
Month 31
Month 32
Month 33
Month 34
Month 35
Month 36
Month 37
Month 38
Month 39
Month 40
Month 41
Month 42
Subtotal
Monthly Deductions
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
5,212,536,000
Month
Month 43
Month 44
Month 45
Month 46
Month 47
Month 48
Month 49
Month 50
Month 51
Month 52
Month 53
Month 54
Month 55
Month 56
Month 57
Month 58
Month 59
Month 60
Month 61
Month 62
Month 63
Month 64
Month 65
Month 66
Month 67
Month 68
Month 69
Month 70
Month 71
Month 72
Month 73
Month 74
Month 75
Month 76
Month 77
Month 78
Month 79
Month 80
Month 81
Month 82
Month 83
Month 84
Monthly Deductions
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
124,108,000
Subtotal
5,212,536,000
Total Deductions = 10,425,072,000
29
STATUTORY AND GENERAL INFORMATION
DOCUMENTS AVAILABLE FOR INSPECTION
The following documents will be available for inspection throughout the life of the Bond at the principal offices of the
Lead and Joint Issuing Houses/Book runners and from the Kogi State Ministry of Finance, Lokoja, Kogi State:

The Kogi State Debt Securities (Issuance) Law 2013;

The Shelf Prospectus;

The Programme Trust Deed

The Letter of Confirmation of the ISPO dated 31 December 2013 from the Federal Ministry of Finance;

The Resolution of the Kogi State Executive Council dated 19 December 2013 authorising the N5 billion Series 1 Bond
Issue;

The Resolution of the Kogi State House of Assembly dated 27 June 2013 authorising the Bond Issuance;

A Vending Agreement dated 31 December 2013 between Kogi State Government on the one part and the Issuing
Houses/Book Runners on the other part;

The Irrevocable Standing Payment Order from the Kogi State’s Accountant-General dated 23 August 2013
authorizing the Accountant-General of the federation to deduct the principal and interest obligations of the Bond
directly from the State’s statutory allocation effective;

The Series 1 Trust Deed dated 31 December 2013 between the Kogi State Government, Mainstreet Bank Trustees &
Asset Management Company Limited, UBA Trustees Limited, Union Trustees Limited and Skye Trustees Limited;

The report of Ernst & Young on the State’s Revenue and Expenditure Statements for the five years ended 31st
December 2012;

The Schedule of Claims & Litigations involving the State, together with the opinion of PAC Solicitors prepared in
connection therewith;

The Pricing Supplement/ Supplementary Prospectus dated 31 December 2013 issued in respect of the N5 Billion
Series 1 Bond Issue;

The audited financial statements of Kogi State for each of the five years ended 31st December 2008, 2009, 2010, 2011
and 2012;

The 2013 annual budget presented to the Legislative Assembly of Kogi State;

Written consents of the professional parties to the Issue;

The Rating Reports issued by Agusto & Co and DataPro Limited;

The SEC “No Objection” letter for the N20 billion Bond Issuance Programme;

The SEC “No Objection” letter for the N5 billion Series 1 Bond Issue; and

The Letter dated conveying the approval of the Council of the Exchange for the listing and admission to trading of
the Bonds on the Official List.
RELATIONSHIP BETWEEN THE STATE AND ADVISERS
As the date of this Prospectus, there is no relationship between the Issuer and any of its advisers except in the ordinary
course of business
COST AND EXPENSES
The cost, charges and expenses of and incidental to the issue, including fees payable to SEC, the NSE, professional parties
fees, printing and distribution expenses are estimated at N196,851,200 amounting to 3.937% of the gross Issue proceeds.
These costs are payable by the State and deductible form the proceeds of the issue
30
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT
APPLICATION
1.
Qualified Investors are hereby invited to place Orders in respect of the Bond Issue.
2.
Applications/Orders for the Bonds being offered must be made in accordance with the instructions set out in the
Commitment Form. Investors must carefully follow all instructions as applications which do not comply with the
instructions may be rejected.
3.
The Book Building Period for the Bonds now being offered will open on 31 December 2013 and close on 31
December 2013. Orders must be for a minimum of 10,000 Units and in multiples of 5,000 Units thereafter. The
Participation Amount(s) and the Bid Coupon Rate must be entered in the space provided in the Commitment
Form.
4.
The completion of a Commitment Form is a confirmation by each Participant that the Order is irrevocable and creates
a binding obligation on the Participant which, to the fullest extent of the law, shall not be capable of recession or
termination by any Participant.
5.
Participants may place Order for the Bonds at any coupon rate within the Pricing Range subject to the Minimum
Participation Amount and the terms and conditions stated on the Commitment Form.
6.
A corporate Participant should affix its seal in the box and state its Incorporation (RC) Number or in the case of a
corporate foreign subscriber its appropriate identification number in the jurisdiction in which it was constituted.
7.
Upon the completion and submission of the Commitment Form, the Participant is deemed to have authorised the
Issuer and the Issuing Houses/Book Runners to effect the necessary changes in the Red Herring Prospectus as would
be required for the purposes of filing the Final Prospectus with the SEC, without prior or subsequent notice of such
changes to the Participant. The Bid/Commitment Form shall be considered as the Application Form for the purposes
of registration of the Final Prospectus with the SEC.
8.
Participants shall not be entitled to withdraw/modify Order after the Book Building Closing Date.
9.
The Commitment Form presents the Participant with the opportunity to indicate up to three (3) Coupon Payment
Rates with the Pricing Range and to specify the Participation Amount for each option. The Coupon Payment Rates
and the Participant Amounts submitted by the Participant in the Commitment Form will be regarded and treated as
optional demands from the Participant and will not be aggregated.
10. Participants must not submit another Commitment Form after the submission of a Commitment Form to a Placement
Agent. The submission of a second or other Commitment Form(s) to either the same Book Runner/Stockbroker will
be treated as multiple Bids/Orders. Multiple or suspected multiple Bids/Applications will be rejected.
11. Following the determination of the Coupon Rate, the maximum Participation Amount specified by a Participant at or
below the Clearing Price will be considered for allocation of Bonds and all other order(s) irrespective of the
corresponding Coupon Payment Rate(s), will automatically become valid.
12. The Issuer in consultation with the Book Runners reserves the right not to proceed with the Issue at anytime
including after the Book Building opening Date but before the Allotment Date without assigning any reason
31
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT
PAYMENT INSTRUCTIONS
1.
Successful Participants must ensure that payment of the Participation Amount is received by 2 January 2014 (Pricing
Date+2) via the CBN Inter-bank Funds Transfer System (CIBFT), Nigerian Inter-bank System Electronic Transfer
(NEFT) or Real Time Gross Settlement System (RTGS) in the following designated Issue Proceeds Account domiciled
with the receiving banks
ALLOCATION/ALLOTMENT
BANK
Access Bank Plc
Ecobank Nigeria Plc
Skye Bank Plc
Sterling Bank Plc
United Bank of Africa Plc
ACCOUNT NAME
Kogi State Bond/Access
Kogi State Government Bond
Kogi State Bond Offer Amount
Kogi State Series 1 Bond Issue
Kogi State Series 1 Bond Issue
ACCOUNT NUMBER
0065370988
4112062797
1790142944
0023968007
1017771952
SORT CODE
044150149
050280074
076142879
232280012
033283247
ALLOCATION/ALLOTMENT
1.
On the Pricing Date, the Issuing Houses/Book Runners will analyze the demand at respective coupon levels and, in
consultation with the Issuer, finalize the Coupon Payment Rate and the allocations to each Participant. Allocation
Confirmation Notices will be sent to successful Participants.
2.
The Issuer and the Issuing Houses/Book Runners reserve the right to accept or reject any order in whole or in part
for having not complied with the terms and conditions of the Issue
3.
Allotment of the Bonds will be effected only upon clearance of the Final Prospectus by the Commission. Allotment
will be effected in the following manner –
a. Allotment of Bonds Electronically (E-Allotment)
Participants who elect to receive the Bonds electronically must specify the Participants CSCS Account Number, the Primary
Dealer or Stock broking Firm and the CHN in the spaces provided on the Bid/ Application Form. The Bonds shall be allotted
24 hours after receipt of the final allotment schedule approved by the Issuer.
Please note that Participants must ensure that the name specified in the Commitment Form is exactly the same as the
name in which the CSCS Account is held. In case the Commitment Form is submitted in joint names, it should be ensured
that the beneficiary CSCS Account is also held in the same joint names and are in the same sequence in which they
appear in the Commitment Form.
DETAILS OF BANK ACCOUNTS
1.
Participants are required to indicate their bank account details in the space provided on the Commitment Form for
the purposes of coupon and principal re-payments (as the case may be).
2.
Participants are advised to ensure that the bank account details provided on the Commitment Form are accurate.
These bank account details shall be used by the Registrar for the payments stated above in connection with the
Bonds.
Failure to provide correct bank account details could result in delays in the credit of the payments or the issuance of
cheques/warrants which shall be sent to the address specified by the affected Participant by registered post. The Issuer,
Issuing Houses, Receiving Banks, Trustees and Registrar shall not have any responsibility, nor will any of these stated
parties undertake any liability for the same.
32
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT
COMMITMENT FORM
COMMITMENT FORM
FOR ELIGIBLE INVESTORS ONLY
BOOK BUILD PERIOD
OPENS
CLOSES
[.]
[.]
KOGI STATE GOVERNMENT
Offer for Subscription
N5 BILLION [x%] Series 1 Bond Issue Due 2020
LEAD ISSUING HOUSE
Issue Price; N1,000 per Unit
JOINT ISSUING HOUSES
Orders must be made in accordance with the instructions set out in this Red Herring Prospectus. Investors must carefully follow all instructions as applications which do not comply with
these instructions may be rejected. If in doubt, please consult your Stockbroker, Banker, Solicitor, or any professional adviser for guidance.
PLEASE COMPLETE ALL SECTIONS OF THIS FORM IN BLOCK LETTERS
DATE (DD/MM/YYYY)
CONTROL No. (FOR REGISTRARS’ USE ONLY)
QUALIFIED INVESTOR (PLEASE TICK )
High Net worth Investors
Fund Managers
Pension Fund Administrators
Insurance Companies
Investment/Unit Trusts
Market Markers
Staff Schemes
Trustees/ Custodians
Stock broking Firms
Resident Corporate Investors
Non-Resident Investors
Hedge Funds
DECLARATION
 I/We confirm that I am/we are eligible to participate in this Bond Issue in accordance with the
applicable SEC Rules & Regulations.
 I/We hereby irrevocably undertake and confirm that my/our Order(s) for the Bonds equivalent to
my/our Participation Amount(s) set out below at the Coupon Rate to be discovered through the
Book Building Process.
 I/We authorize you to enter my/our name on the Register of holders as a holder(s) of the Bonds that
may be allotted to me/us and to register my/our address as given below.
 I/We note that the issuer and the Issuing Houses/Book Runners are entitled in their absolute
discretion to accept or reject this order.
 I/We agree to accept the Participation Amount as may be allocated to me/us subject to the terms of
this Red Herring Prospectus.
 I/We authorize the issuer to amend the Red Herring Prospectus as may be required for filing the
Final Prospectus with SEC without recourse to me/us and I/We use this Commitment form as the
Application for the purpose of this issue.
 I/We confirm that I/We have read the Red Herring Prospectus that my/our order is made on the
terms set out therein
PARTICIPATION DETAILS (The Participation Amount (s) and the Bid Coupon Rate (s) being offered must be indicated out in the boxes below).
Participants have the option to make a maximum of three orders on the Commitment Form. Each option shall be regarded as a separate application and will not be considered as
multiple applications. All orders must be for a minimum amount of N10 million (Ten Million Naira) and in multiples of N 5million (Five Million Naira) thereafter.
ORDER 1
PARTICIPATION AMOUNT
IN FIGURES
N
BID COUPON RATE (%)
IN WORDS
ORDER 2
PARTICIPATION AMOUNT
IN FIGURES
N
BID COUPON RATE (%)
IN WORDS
ORDER 3
PARTICIPATION AMOUNT
IN FIGURES
N
BID COUPON RATE (%)
IN WORDS
33
PROCEDURE FOR APPLICATION AND ALLOCATION/ALLOTMENT
INVESTOR DETAILS (INDIVIDUAL/CORPORATE/JOINT) (Please use one box for one alphabet leaving one box blank between first word and second)
second)
SURNAME / CORPORATE NAME
FIRST NAME (FOR INDIVIDUALS ONLY)
OTHER NAMES (FOR INDIVIDUALS ONLY)
JOINT APPLICANT’S FIRST NAME (IF APPLICABLE)
OTHER NAMES (FOR JOINT APPLICANT ONLY)
CONTACT PERSON (FOR CORPORATE APPLICANT)/NEXT OF KIN (FOR INDIVIDUAL APPLICANT)
ADDRESS IN FULL (PLEASE DO NOT REPEAT APPLICANT(S)’ NAME & POST BOX IS NOT SUFFICIENT
TEL:
CITY
STATE
E-MAIL
ALLOTMENT PREFERENCE
Please tick
to indicate an allotment preference - Certificate
/ Electronic (BOOK ENTRY)
E- ALLOTMENT DETAILS (FOR BOOK-ENTRY ALLOTMENTS ONLY)
Please credit my/our CSCS Account as detailed below to the extent of the Bonds allotted:
PARTICIPANT’S
CSCS ACCOUNT NO:
CHN (CLEARING HOUSE
NUMBER):
NAME OF STOCKBROKING
FIRM:
BANK DETAILS (FOR E-PAYMENTS)
BANK NAME
BRANCH
ACCOUNT NO:
CITY/STATE
SINGNATURES
SIGNATURES
SIGNATURE
2ND SIGNATURE (CORPORATE/JOINT)
NAME OF AUTHORISED SIGNATORY (Corporate
only):
NAME OF AUTHORISED SIGNATORY (Corporate/Joint):
DESIGNATION (Corporate only):
DESIGNATION (Corporate only):
SEAL & RC. No.
STAMP OF BOOK RUNNER/SELLING AGENT
(BOOK RUNNERS/ISSUING HOUSES/STOCKBROKERS TO THE ISSUE ONLY)
STAMP OF RECEIVING AGENT
34