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Tingo Group Announces Completion of Investigation Into Allegations Made Against the Company in Short-Seller Report and Issues its Response

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Tingo Group, Inc. (NASDAQ: TIO) (“Tingo” or the “Company”), a profitable and fast growing fintech, agri-fintech and food company, today announced it has completed the investigation of the allegations made by short seller Hindenburg Research (“Hindenburg”), that relate directly to the Company and its businesses.

At the direction of the Company’s independent directors, independent counsel investigated certain of the Hindenburg allegations and provided the independent directors with an interim report summarizing evidence it had reviewed, along with items requiring further investigation. The Company’s outside counsel then conducted its own investigation into the allegations, which included following up on the items identified by independent counsel. Based on the Company’s outside counsel’s investigation and further investigative work of its own, the Company has concluded it can now provide the following response to the allegations in the Hindenburg report:

Agri-Fintech Holdings, Inc. Resignation of Director: Christophe Charlier was a co-Chairman of OTC-listed company, Agri-Fintech Holdings, Inc., which sold Tingo Mobile Limited to the Company on November 30, 2022. Mr. Charlier has never been a member of the Company’s Board of Directors, nor has he been involved in the management of the Company. In his resignation letter, which was filed with the SEC, Mr. Charlier complained only of a lack of communication and teamwork at Agri-Fintech Holdings.
Tingo Foods Revenue and Operating Margin: The revenue reported by Tingo Foods in Q1 2023 and its operating margin of 24.8 % has been confirmed.
Tingo Foods Business Relationships: During the period from September 2022 to March 31, 2023, Tingo Foods purchased its raw crops from two organizations in Nigeria, including the All Farmers Association of Nigeria (“AFAN”), which delivered the crops to third-party food processors. Tingo Foods then sold the processed food to several large wholesalers in Nigeria.
Food Processing Facility: The construction of the Tingo Foods processing facility in Nigeria is well underway, with food and beverage processing operations expected to commence in Q2 2024. The images and renderings used for the Foods Processing Facility’s groundbreaking ceremony in February 2023 and in early presentational materials were stock images provided by an external marketing company, whereas specific renderings of the actual facility are currently being utilized. The Company has contracts in place with the construction company for the project and with Evtec Energy Plc and TAE Power Solutions Limited for the construction of a solar power plant to power the processing facility. Evtec Energy Plc is a special purpose vehicle for the project, whereas TAE Power Solutions Limited is a part of a multinational group that has been trading for more than 25 years.
Tingo Foods Sale of Inventory: The inventory held by Tingo Foods at the time it was purchased by the Company in February 2023 was sold to a customer on March 20, 2023, the proceeds for which were received on June 29, 2023.
Tingo Mobile Business Relationships with Farming Organizations: Tingo Mobile leases mobile phones to four co-operatives and farming organizations: the Kebbi (Dala) Multi-Purpose Cooperative Society (“Kebbi”), the Ailoje Royal Farms Multi-Purpose Cooperative (“Ailoje”), the All Farmers Association of Nigeria (“AFAN”), and the Ashanti Investment Trust (“Ashanti”). The two farming cooperatives referenced in the Hindenburg report were Kebbi and Ailoje, to which Tingo Mobile has leased 4.5 million and 4.844 million phones respectively. The relationships with all the co-operatives and farming organizations have been confirmed.
Mobile License: Tingo Mobile does not directly provide airtime and data services on the phones it leases to customers, or through its Nwassa platform. Such services are currently provided by a third-party vendor. Tingo Mobile therefore does not require a Mobile License from the Nigerian Communications Commission. This arrangement allows Tingo Mobile’s customers to choose the best network provider for their location from Airtel, MTN, 9 Mobile and Globacom. Tingo Mobile earns a commission on the airtime and data services purchased by its customers, which it receives from its vendor, and which were previously received from Airtel.
Tingo Mobile’s Phone Suppliers: Since 2020, Tingo Mobile has purchased mobile phones from two suppliers: UGC Technologies Limited, with which it has had a contractual relationship since December 2020, and Bullitt Mobile, with which it has had a distribution agreement since February 2022.

Hindenburg contacted a company called UGC Mobile Technologies in the U.S., not Tingo Mobile’s supplier, UGC Technologies Limited, which has offices in Africa and China. Tingo Mobile has purchased almost all its mobile phones from UGC Technologies Limited to date, with only a small purchase of 1,000 units of Caterpillar branded phones from Bullitt Mobile in 2022.
Tingo Mobile’s Taxes: On April 7, 2023, Tingo Mobile paid in full to the Nigeria Federal Inland Revenue Service (“FIRS”) its corporate income tax (“CIT”) and Tertiary Education Tax (“EDT”) for the fiscal year 2022.
Tingo Mobile Ghana: The Company’s recently established operations in Ghana are currently conducted exclusively through its trade agreement with the Ashanti Investment Trust. The Company leases mobile telephones to individuals introduced through the Ashanti Investment Trust and such customers also have access to Nwassa. The sim cards, airtime and data are sold to customers through a third-party vendor, as a result of which Tingo Mobile is not required to have a license with the National Communications Authority in Ghana. Tingo Mobile does not currently deal with or accept any new customers other than through its relationship with the Ashanti Investment Trust, it is however preparing to further expand the company’s business in Ghana and is currently recruiting a workforce and building a website to assist in facilitating this.
TingoPay: Tingo Mobile entered into a partnership with Visa on September 27, 2021, subsequent to which it has hosted several joint events with Visa, and it also launched a beta version of TingoPay with Visa on February 14, 2023. Prior to contracting with Visa, Tingo Mobile entered into a strategic partnership agreement with Stanbic Bank, dated November 17, 2020, and work was undertaken by the parties to develop an integrated e-wallet solution. After a disagreement over the Tingo Mobile press release in April 2021, the partnership with Stanbic Bank ceased and Tingo Mobile instead entered into the partnership and e-wallet integration with Visa.
Tingo Mobile’s NWASSA Platform: The Nwassa USSD platform is pre-loaded on the Tingo Mobile phones that are leased to the cooperatives and their farmers. Other individuals that have their own mobile phone can also register on the Nwassa USSD platform and conduct transactions on the platform. The Nwassa platform can be used by farmers to purchase items such as farming inputs, insurance, micro-loans, or additional airtime. The transactions made through Nwassa are processed by a third-party payment processing company owned by an American multi-national fintech company, which collects a commission payment on behalf of Tingo Mobile on each transaction and remits the commissions to its bank account. Tingo Mobile has confirmed its Q1 2023 reported revenue from the NWASSA platform.
Tingo DMCC: Tingo DMCC is the Company’s new agricultural export business. As of June 30, 2023, Tingo DMCC had conducted three export sales transactions totaling $348 million with customers located in neighboring countries within Africa. Tingo DMCC currently conducts its business through its direct contacts and sales leads. It is, however, in the process of developing a separate website for use in the future.
Financial Statement Errors: The “errors” identified by Hindenburg in Tingo Group’s financial statements and MD&A in its year-end 2022 Form 10-K and Q1 2023 Form 10-Q were typographical errors that were obvious to the reader from the remainder of the numbers and other information.
All the information required to be disclosed relating to Certain Relationships and Related Transactions (including the acquisition of Tingo Mobile on November 30, 2022), and Director Independence, was included in the Form 10-K.

While the Company’s cash-flow statement inadvertently labeled an increase in trade receivables as a decrease, the numbers themselves were correct. The discrepancies Hindenburg identified between the change in receivables reported on the balance sheet and change in receivables reported in the cash flow statement reflect Hindenburg’s misunderstanding of the numbers and the relevant U.S. GAAP accounting standards, including in relation to how the business combinations that closed during the relevant accounting periods impacted the numbers. In both cases, the “difference” resulted from non-cash adjustments related mainly to the Company’s acquisition of Tingo Mobile in Q4 2022 and its acquisition of Tingo Foods in Q1 2023, all of which were correct.
Independent Auditors: The engagement with Brightman Almagor Zohar & Co., a firm in the Deloitte Global Network, was after consideration of the relevant factors regarding the location of auditors. Such factors included that the Company does not have any operations in the U.S., and the consolidation process and preparation for the group’s financial statement and SEC filings is performed by the Company’s finance function in Israel.
Bank Balances: Bank statements were obtained directly from the banks used by Tingo Mobile and Tingo Foods, and interviews with the banks were conducted over video conference calls. The bank balances of each company were confirmed at several dates, including at the Quarter End dates of March 31, 2023, June 30, 2023, and as late as August 3, 2023, which reconciled and agreed to each company’s accounting records and financial statements.

Tingo Mobile earns interest only on funds held in a fixed deposit account. Due to its cash needs from time to time, Tingo Mobile is unable to encumber a large portion of its funds in a fixed-deposit account that would earn interest.
Having concluded the investigation into the allegations made by Hindenburg against the Company and its businesses, which was deemed to be the highest priority, the Company and its outside counsel will now proceed to investigate Hindenburg’s allegations against the founder of Tingo Mobile and Tingo Foods, Dozy Mmobuosi.

About Tingo Group

Tingo Group, Inc. (Nasdaq: TIO) is a global Fintech and Agri-Fintech group of companies with operations in Africa, Southeast Asia and the Middle East. Tingo Group’s wholly owned subsidiary, Tingo Mobile, is a leading Agri-Fintech company operating in Africa, with a comprehensive portfolio of innovative products, including a ‘device as a service’ smartphone and a value-added service platform. As part of its globalization strategy, Tingo Mobile has recently begun to expand internationally and entered into trade partnerships that are contracted to increase the number of subscribed farmers from 9.3 million in 2022 to more than 32 million, providing them with access to services including, among others, the Nwassa ‘seed-to-sale’ marketplace platform, insurance, micro-finance, and mobile phone and data top-up. Tingo Group’s other Tingo business verticals include: TingoPay, a SuperApp in partnership with Visa, that is currently in beta version, offering a wide range of B2C and B2B services including payment services, an e-wallet, foreign exchange and merchant services; Tingo Foods, a food processing business that processes raw foods into finished products such as rice, groundnut oil, nut products, wheat, millet and maize; and Tingo DMCC, a commodity trading platform and agricultural commodities export business based out of the Dubai Multi Commodities Center. In addition to its Tingo business verticals, Tingo Group also holds and operates an insurance brokerage platform business in China; and Magpie Securities, a regulated finance services Fintech business operating out of Hong Kong and Singapore. For more information visit tingogroup.com.

 

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AIR PEACE ADDRESSES IN-FLIGHT THEFT INCIDENT ON FLIGHT P47190

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We confirm an incident of in-flight theft onboard Flight P47190 on February 19, 2025. The airline reiterates its unwavering commitment to passenger safety and security and has taken decisive action in response to the situation.

During the flight, a passenger was found in possession of a missing item following a thorough search conducted upon landing at Port Harcourt International Airport (PHC). The suspect was subsequently handed over to the airport police for further investigation and necessary action.

Air Peace is deeply concerned by the rising trend of in-flight thefts observed in recent weeks. To curb this menace, the airline is implementing enhanced surveillance measures onboard its flights. Cabin crew members have been advised to heighten their vigilance throughout the journey, and in-flight announcements will be intensified to sensitize passengers on the importance of securing their belongings and reporting any suspicious activities immediately.

Furthermore, the airline is taking a firm stance against such criminal acts by recommending the blacklisting of the identified suspect, reinforcing its zero-tolerance policy for any misconduct that compromises the safety and comfort of passengers.

Air Peace remains committed to delivering a safe, secure, and world-class travel experience for all passengers. The airline urges the public to cooperate with its security protocols and report any suspicious behaviour to ensure a seamless and enjoyable journey for everyone.

 

 

SIGNED

Dr. Ejike Ndiulo

Head, Corporate Communications

Air Peace Limited

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Court orders final forfeiture of Emefiele’s $4.7m, N830m, properties

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A federal high court in Lagos has ordered the permanent forfeiture of $4.7 million, N830 million, and properties linked to Godwin Emefiele, former governor of the Central Bank of Nigeria (CBN).

 

Yellim Bogoro, the presiding judge, granted the final forfeiture application brought by the Economic and Financial Crimes Commission (EFCC), in a judgement delivered on Friday.

 

The funds, now forfeited to the federal government, were held in First Bank, Titan Trust Bank, and Zenith Bank accounts managed by individuals and entities including Omoile Anita Joy, Deep Blue Energy Service Limited, Exactquote Bureau De Change Ltd, Lipam Investment Services Limited, Tatler Services Limited, Rosajul Global Resources Ltd, and TIL Communication Nigeria Ltd.

 

 

Properties affected by the interim forfeiture include 94 units of an 11-floor building under construction at 2 Otunba Elegushi 2nd Avenue, Ikoyi, Lagos; AM Plaza, an 11-floor office space on Otunba Adedoyin Crescent, Lekki Peninsula Scheme 1, Lagos; Imore Industrial Park 1 on Esa Street, Imoore Land, Amuwo Odofin LGA, Lagos; Mitrewood and Tatler Warehouse (Furniture Plant at Bogije) near Elemoro, Owolomi Village, Ibeju-Lekki LGA, Lagos; and two properties purchased from Chevron Nigeria, located in Lakes Estate, Lekki, Lagos.

 

 

Additional properties include a plot at Lekki Foreshore Estate Scheme, Foreshore Estate, Eti-Osa, LGA; an estate at 100 Cottonwood Coppel Texas Drive, Coppel, Texas, owned by Lipam Investment Services; land at 1 Bunmi Owulude Street, Lekki Phase 1, Lagos; and a property at 8 Bayo Kuku Road, Ikoyi, Lagos.

 

Justice Bogoro held that all these properties and funds are proceeds of unlawful activities which are bound to be forfeited to the Federal Government of Nigeria.

 

 

The judge held: “I find that the activities of the respondents here were unlawful. Why should they have a problem of dollars immediately Godwin Emefiele left CBN as a governor of the Bank and salary could not be made?

 

“I hold that they are not legitimate business activities.

 

“I hold that Anita Omoile is a close crony of the former CBN governor Godwin Emefiele who has been given undue influence to unlawfully sway dollars from CBN.

 

 

Consequently, I find that all the monies and properties in the schedule are finally forfeited to the Federal Government of Nigeria.”

 

The EFCC through its counsel Rotimi Oyedepo SAN had cited Section 17 of the Advance Fee Fraud and Other Fraud Related Offences Act, 2006, and Section 44(2)(b) of the Nigerian Constitution in its application, seeking an interim forfeiture on the grounds that the funds and properties were suspected to be proceeds of unlawful activities.

 

Justice Bogoro, finding merit in the EFCC’s application, ordered the interim forfeiture and mandated the publication of the order in a national newspaper.

 

 

Following the failure of the defendants or anyone else to prove that the funds legitimately belonged to them, the judge then made the interim order permanent.

 

Today’s order is another testament to the EFCC’s commendable assets recovery and anti-corruption efforts under its Executive Chairman Mr Ola Olukoyede.

 

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Halt campaign against NNPC’s progress

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By: Emmanuel Akanni

 

The Nigerian National Petroleum Company Limited (NNPC Ltd.) has again been the target of a deliberate misinformation campaign aimed at tarnishing its reputation and undermining the remarkable strides it has made recently.

 

 

After failing to discredit the accomplishments of the Mele Kyari-led management—most notably the revitalisation of the 60,000-barrel-per-day Port Harcourt Refinery, which had been non-operational for over 30 years, and the successful restreaming of the Warri Refining & Petrochemicals Company on December 30, 2024—critics have turned to spreading false claims about the quality of fuel supplied by NNPC Ltd.

 

In a recent viral video, a content creator claimed to have bought a litre of Dangote petrol from the MRS filling station in Lagos at N925 and another litre of PMS from an NNPC station at N945. The video showed two new generators running the fuel, and according to him, the generator running the NNPCL fuel stopped after 17 minutes, while the Dangote petrol lasted for 33 minutes.

 

 

Of course, the controversial video was sponsored to damage the reputation of NNPC Ltd, having recorded major milestones under Kyari. The video, which was done in bad faith, portrayed the NNPC Ltd. as a supplier of substandard fuel, an allegation too weighty to be overlooked.

 

Dismissing the claims, Olufemi Soneye, the Chief Corporate Communications Officer at the NNPC Ltd., said, “The Nigerian National Petroleum Company (NNPC) Ltd strongly refutes the false and misleading allegations made in a viral video circulating online, which claims that NNPC fuel does not last. This assertion is baseless and entirely unfounded, originating from unverified and amateur research that lacks credibility, accuracy, and professional oversight.”

 

 

The NNPC Ltd reaffirmed that its fuel was carefully formulated with one of the best compositions, ensuring optimal efficiency, durability, and environmental sustainability for consumers.

 

 

“Furthermore, it is important to emphasize that a significant percentage of Premium Motor Spirit (PMS) sold at NNPC retail stations in Lagos—where this deceptive video was created—is sourced from the Dangote Refinery, a strategic partner in promoting local production and energy security. Dangote Refinery adheres to strict industry standards, guaranteeing the quality of petroleum products supplied to our consumers,” NNPC Ltd. added.

 

According to Soneye, the misleading video was another desperate attempt by economic saboteurs to misinform the public and tarnish NNPC Ltd’s reputation.

 

 

Vowing that the NNPC would no longer tolerate malicious and deliberate misinformation designed to undermine its operations and mislead Nigerians, the company warned of dire legal consequences for the merchants of misinformation and campaigners of calumny against it.

 

 

“Henceforth, NNPC Ltd will take firm legal action against individuals or groups who intentionally spread falsehoods about our brand and operations. Those engaged in such malicious activities will be held fully accountable under the law,” Soneye added.

 

The Petroleum Products Retail Outlets Owners Association of Nigeria (PETROAN), after thorough testing, condemned the amateurish video and submitted that the fuel supplied by NNPC  Ltd. meets the highest industry standards.

 

 

“We urge content creators not to joke with sensitive matters that can collapse the economy,” said Billy Gillis-Harry, the PETROAN president.

 

The viral video lacks scientific proof, inappropriate, offensive and unethical. The content creator should have opted for laboratory analysis and not a social media stunt aimed at discrediting a particular brand against the other. It was a bad comparative and combative advertising dangerous to both brands.

 

The sustained campaign to demarket the NNPC Ltd started after the company, under Kyari’s sound leadership, reopened the Old Port Harcourt Refinery on Tuesday, November 26, 2024, apparently to the disappointment of forces against the revival of the country’s four refineries.

 

Attempts by sceptics to rubbish the achievement recorded with the Port Harcourt refinery were roundly repudiated by the NNPCL, workers at the refinery, experts, and delegates from the Presidency, Nigeria Labour Congress, Trade Union Congress, Petroleum and Natural Gas Senior Staff Association of Nigeria, and Nigeria Union of Petroleum and Natural Gas Workers. However, traducers will stop at nothing to carry out their nefarious agenda.

 

Let it be known that those fabricating lies to destroy NNPC’s reputation are fighting a lost war. Nobody can demarket a company that is doing well and consistently breaking new ground. From what was believed to be a cesspool of corruption to an organisation guided by sound management, transparency and corporate governance, Kyari and his team are doing a good job. The NNPC Ltd remains steadfast in its mission to ensure fuel availability, affordability, and quality for all Nigerians while maintaining global industry standards.

 

Of course, the coming of the $23 billion Dangote Refinery has changed the Nigerian downstream landscape igniting competition and a recent price war; such development is welcome and the expectation is that demand and supply forces would continue to drive the market. It is, however, important to keep the competition healthy and virile. No need to demarket one another. The downstream market should be a level playing field for all.

 

Recall that Kyari played a pivotal role in supporting the Dangote Refinery by securing a $1 billion loan backed by NNPC’s crude reserves. The strategic move not only addressed liquidity challenges but also ensured the successful completion of Dangote Refinery.

 

This, according to NNPC Ltd., underscores Kyari’s commitment to fostering public-private partnerships that deliver long-term value to the nation.

 

The NNPCL boss was said to have considered the investment in the Dangote Refinery as a strategic move aimed at strengthening domestic fuel supply.

 

“A strategic decision to secure a $1 billion loan backed by NNPC’s crude was instrumental in supporting the 650,000-barrel-per-day Dangote Refinery during liquidity challenges, paving the way for the establishment of Nigeria’s first private refinery. This initiative underscores NNPC’s dedication to fostering public-private partnerships that drive national development,” Soneye, the NNPC spokesman, had said at a recent Energy Relations Stakeholder Engagement in Abuja.

 

The Kyari-must-go campaigners have also joined the smear campaign against NNPC Ltd., sponsoring opinion pieces and media publications in an attempt to undermine the company’s progress. However, no amount of negative rhetoric can diminish the achievements NNPC Ltd. has made under Kyari’s leadership.

 

Apart from the refineries, NNPC Ltd. under Kyari declared N3.297 trillion profit for the 2023 financial year, the highest in its 46-year history and an increase of over N700 billion (28%) when compared to the 2022 profit of N2.548 trillion. This, of course, has been credited to the stringent financial management strategies deployed by Kyari and his team.

 

In 2021, NNPC declared profit in its operations for the first time.  From a loss position of N803 billion in 2018, it reduced the loss further down to N1.7 billion in 2019.

 

However, in 2020, it posted its ‘first-ever’ profit of N287 billion, then in 2021, it recorded an N674.1 billion profit and in 2022, the profit grew to N2.548, an unprecedented achievement in its financial performance. In a company where profitability was like an anathema, Kyari has bucked the trend and changed the narrative by posting profit year-on-year.

 

Efforts to discredit NNPC Ltd. are futile in the face of the company’s impressive performance. While constructive criticism is welcomed, malicious campaigns to harm the company’s reputation are unacceptable. NNPC Ltd. should continue to fight against such attacks and stand firm in its commitment to serving the nation.

 

Emmanuel Akanni, an energy analyst, writes from Lagos.

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