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CAPITAL & CREDIT, FOR SALE OR NOT FOR SALE? Why the rumours persist

Ryland Campbell once commented that if the right price was presented to him he would give it serious consideration.

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For the better part of 2008 and some would say going back to 2007 there were persistent rumours that two companies were quietly seeking and in negotiation with potential buyers. The two companies were the now reorganised Capital and Credit Financial Group (CCFG) headed by Ryland Campbell and the Wayne Chen controlled SuperPlus retail chain.

In the case of Capital & Credit the company was again forced to publicly deny in July last year that it’s up for sale. Capital and Credit was not only denying what it says are ‘persistent rumours’ that the company is being offered up for sale, but says it is not even in talks with any suitor. The denial, filed via a stock market notice, follows persistent reports over several years that the Ryland Campbell controlled company was on the market and looking for buyers. “Such information is incorrect and not true,” said the company in a statement issued through the Jamaica Stock Exchange.

The genesis of the rumour according to one financial analyst goes as far back as 2006, heightened by the Scotia acquisition of DBG and comments made by then Finance Minister Omar Davis. What was slowly emerging at the time was the big question. Is the stand alone merchant bank model sustainable and relevant?
Back in 2006 then Finance Minister Dr Omar Davies was of the firm view that the financial sector would witness more consolidation initiatives similar to the Bank of Nova Scotia/Dehring Bunting and Golding (BNS/DB&G) acquisition offer, as the rates on government paper continued to fall. Since then interest rates on Treasury bills have fallen further.

Commenting on what was driving the BNS/DB&G deal that was representative of the present reorganisation/consolidation initiatives of the sector, Davies said: “Apart from the real issue of reduced returns on government paper, when the bank looked at its client profile and realised it comprised mainly elderly folks with pass book accounts and did not include sufficient young, upwardly mobile investment-savvy individuals, it realised it had to do something.”

Also weighing on the matter was Keith Duncan, president and CEO of Jamaica Money Market Brokers (JMMB), starting from the position of the narrowing on the spreads on investments – a point he underscored at his company’s Annual General Meeting, said, “Financial entities will definitely have to push revenue growth and emphasise new product development”. According to Duncan, the time was now right for the private sector to bring new corporate issues to the market. In this regard, he expressed concern that the money market remained dominated by government issues.

Christopher Berry, Chairman and CEO of Mayberry Investments- a company that had already taken advantage of the relatively stable microenvironment at the time to reposition itself and acquired 49 per cent interest in a microcredit lending agency – views the then microenvironment of reduced interest rates and controlled inflation as positive developments for investors who play the stock market.

A point to note is that while Dr Davies believed that reduced rates will trigger more consolidation, he was more cautious about how soon the reduced rates would filter through the commercial banking system and impact on the real economy.

In October 2006, Peter Bunting former CEO of DBG had said in published reports that, “One of the reasons we are selling is that the profit growth exhibited by the securities dealers sub-sector in the last 12 months has topped out”.

“The market value of DB&G is US$100 million. That value transaction can only be done by very few players. Plus the market has been very illiquid over the past year, so an opportunity for long-term shareholders to cash out is a rare one,” explained Bunting. Another reason why the executive management team has taken the decision to sell is, “The previous high rate of profit growth is unsustainable in the securities dealer sub sector.”

Capital and Credit is one of the last of the independent merchant banks and is now the largest player in the sector. The trend now is for merchant banks to convert to commercial banks allowing then to access cheaper funds by way of customer deposits.
In April last year it was announced that Jamaica Money Markets Brokers Limited had applied to the central bank for a commercial banking licence, which, if approved, will grow the sector to eight licensees. In November Pan Caribbean Financial Services (PCFS) officially launched its commercial banking arm with five branches nationwide, targeting an existing 15,000-strong customer base.

The GraceKennedy controlled First Global Bank was converted from the former merchant bank George and Brandy and DBG Merchant Bank was acquired by ScotiaBank Group, merged with its own investment unit to form Scotia DBG.

First Caribbean International Bank Jamaica is the only major commercial bank operating in Jamaica without a stock brokerage unit and is strongly viewed as the possible and potential purchasers of the now restructures Capital and Credit Financial Group.

RBTT is affiliated to Guardian Asset Management and so technically has brokerage unit in the mix already and National Commercial Bank owns NCB Capital Markets.

BNS back in 2006 saw an opportunity to grow shareholder wealth with the DBG acquisition. “We contemplated whether to build or buy a brokerage house. We do not have a particular expertise in this area, and we are so far behind, it was the logical thing to buy,” said Clark. And if it ain’t broke, don’t fix it. “DB&G will continue to operate as an independent subsidiary of BNSJ. DB&G has a complementary culture and more aligned with what we do at Scotiabank. The business model of DB&G will not change,” said Clark.

Financial analyst and former head of mutual funds at First Global Financial Services, Oliver Chen commented at the time on the Scotia acquisition of DBG that “Interest rates spreads have narrowed and will narrow further, which constrains DB&G profits.” “Based on the movement of the share price (DBG), a lot of players could emerge,” Chen said. “It will be interesting times ahead.”

Some of the obvious candidates, according to Chen, are “the Trinidadian financial companies such as RBTT, Republic Bank, and Clico who are big stakeholders in JMMB. Also, FirstCaribbean International Bank could throw their hat in the ring”.

Well we now know that FirstCaribbean did not throw in their hat, maybe they were waiting for something else maybe they were waiting for Capital and Credit. Ryland Campbell once commented that if the right price was presented to him he would give it serious consideration.

Businessuite Markets

tTech Limited Announces Increased Share Acquisition by Simply Secure

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Edward Alexander Executive Chairman of tTech Limited announced that Simply Secure Limited increased its shareholding in tTech to 69.1%, representing 73,229,223 shares. The increased shareholding includes the purchase of 20,719,366 shares from Norman Chen and G. Christopher Reckord. The acquiring entity, Simply Secure Limited, is owned by Kevin Gordon and Rob Mayo-Smith. Messrs. Gordon and Mayo-Smith are also the owners of Simply Secure LLC, a Managed Security Services Provider based in Ft. Lauderdale, Florida.

The increased shareholding puts Simply Secure Limited over the 50% ownership threshold of the issued and outstanding ordinary shares of the company, requiring Simply Secure to extend an offer to all remaining tTech shareholders to purchase their shares subject to approval from the regulators. The tTech board will also provide an opinion on their view of the fairness of the offer price.

Norman Chen,

G. Christopher Reckord.

Following the sale of their shares, Messrs. Chen and Reckord will be resigning as Directors of tTech.

Chairman of the tTech Board, Edward Alexander, stated, “I would like to thank Norman and Chris for their service to tTech. Their contribution as executives and directors has enabled much of the success that tTech has enjoyed to date. We now look forward to the continued growth that is expected through the increased ownership in the company by Simply Secure.”

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ANSA McAL Group Closer To Achieving 2X Growth Strategy To Become $2B PBT Company By 2027.

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ANSA McAL Limited – Unaudited Consolidated Financial Statements for the quarter ended September 30, 2024 – Financial Highlights

• Revenue – increased by 2% to $5.239 billion ($5.130 billion – 2023)
• Reported Profit Before Tax (PBT) – increased by 21% to $568 million ($468 million –2023)
• Total Assets – increased by 5.8% to $18.941 billion ($17.903 billion 2023)
• Earnings per Share (EPS) – increased 24% to $2.01 ($1.63 – 2023)
• Gearing Ratio increased to 14.9% (7.2% – 2023)

The Group’s operations continue to yield robust cash flows and increased operating margins of 11% vs 9.6% in 2023.

Our Construction, Manufacturing, Packaging and Brewing segment has demonstrated sustained delivery of excellent results with a 34% overall increase in PBT.

Our Banking and Insurance segment also performed admirably, with a 17% increase in PBT over prior year.

With these results, we are confident that we have a clear line of sight to achieving ANSA McAL’s 2X growth strategy to become a $2 Billion PBT company by 2027.

Our view is reinforced by our recent acquisition of BLEACHTECH LLC, a US-based chlor-alkali producer. At a purchase price of US$327 million, it is the largest acquisition in our Group’s 143-year history. The acquisition, which was largely financed via a Term Loan arranged by Citibank N. A. in North America, is expected
to be materially accretive to ANSA McAL’s earnings in the first full year of operations
in 2025. In 2023, BLEACHTECH delivered US$85.7 million in revenue and US$57.4 million in EBITDA.

BLEACHTECH, based in Cleveland, Ohio, operates two chlor-alkali plants in Seville, Ohio and Petersburg, Virginia that produce sodium hypochlorite (bleach), sodium hydroxide (caustic soda) and hydrochloric acid.

The acquisition builds on ANSA McAL Chemicals Limited’s position as the leading player in the English-speaking Caribbean chemical industry and facilitates the Group’s hemispheric growth plans via market expansion into the North American chemicals market. This acquisition is in line with our commitment to sustainable growth and supports the United Nations Development Goal (SDG 6) to ensure the availability and sustainable management of water for all.

As we look ahead, we are optimistic about the opportunities which will allow us to leverage our deep expertise and knowledge to facilitate even further growth and expansion for the Group.

A. Norman Sabga Chairman ANSA-McAL Group Of Companies

For More Information CLICK HERE

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Unilever Initiates Talks To Potentially Sell Ice Cream Business

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Unilever has initiated talks with buyout firms to potentially sell its ice cream business, a move estimated to be worth up to $19.4 billion. This strategic decision aims to streamline Unilever’s operations and focus on its core business areas.

Unilever’s ice cream division, which includes renowned brands like Ben & Jerry’s, Magnum, and Wall’s, generated a turnover of €7.9 billion in 2023, representing about 13% of the company’s total sales. The separation will create a standalone ice cream business with significant global presence in both in-home and out-of-home segments.

The sale is driven by the distinct operational needs of the ice cream business, which differ from Unilever’s other segments. Ice cream has unique supply chain requirements, seasonal demand fluctuations, and higher capital intensity. By separating, Unilever can focus on its remaining core segments—Beauty & Wellbeing, Personal Care, Home Care, and Nutrition—aiming for mid-single-digit sales growth and improved margins post-separation​.

The potential buyers include private equity firms like Advent International, Blackstone, Cinven, and CVC Capital Partners, which have shown preliminary interest. The separation process will involve significant operational changes, including a major productivity program aimed at reducing costs by €800 million over the next three years, offsetting any dis-synergies from the separation. This plan also involves a restructuring that will impact approximately 7,500 predominantly office-based roles globally​​.

Overall, this move is expected to create a world-leading ice cream business with the flexibility to grow and innovate independently while enabling Unilever to become a more focused and higher-performing company.

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Who Is Christopher Williams, CEO of Proven Management Limited?

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Leadership and Vision

Christopher Williams is the co-founder and Chief Executive Officer (CEO) of Proven Management Limited, the investment management company behind Proven Investments Limited (PIL). With over 20 years of experience in merchant and investment banking, asset management, and stock brokerage in the Jamaican and Cayman Islands capital markets, Williams has established himself as a pivotal figure in the Caribbean financial landscape. His leadership style is characterized by strategic foresight, resilience in the face of challenges, and a knack for identifying lucrative opportunities in turbulent times.

Career Path and Milestones

Williams’ career is marked by significant milestones and strategic acquisitions. Under his leadership, Proven executed its first major acquisition in 2010 during the Government of Jamaica’s debt exchange, acquiring Guardian Asset Management. This acquisition was notable for its timing amidst widespread market panic, showcasing Williams’ ability to see opportunity in crisis​.

One of the most high-profile deals orchestrated by Williams was the acquisition of a 49.27% stake in Access Financial Services from Mayberry Investments in 2014. This move not only resolved a public dispute among Access’s major shareholders but also fortified Proven’s position in the micro-lending sector​​. Other significant acquisitions include the purchase of First Global Financial Services, which expanded Proven’s wealth management capabilities, and the acquisition of an 83% stake in the Bank of St. Lucia International, marking Proven’s first venture into the banking sector outside Jamaica​.

Management Style and Philosophy

Williams’ management style is deeply rooted in the belief that crises present unique opportunities. He advocates for maintaining calm and nimbleness during market upheavals, a philosophy that has guided Proven through various acquisitions and expansions. His strategic approach involves meticulous market analysis and a keen eye for undervalued assets that can be transformed into profitable ventures​​.

Williams also emphasizes the importance of a strong, cohesive team. He describes Proven as the Caribbean’s version of an NBA super team, highlighting the collective expertise and experience of his executive team and board members. This collaborative and high-performance culture is a cornerstone of Proven’s operational strategy and success​.

Future Outlook and Retirement Plans

Looking ahead, Williams continues to steer Proven towards new horizons. The company’s foray into real estate through its subsidiary, Real Properties Limited, exemplifies its strategy of diversification and growth. While specific details about his retirement plans remain undisclosed, Williams’ legacy at Proven is expected to endure, built on a foundation of strategic innovation and robust leadership​.

As Williams prepares for the future, his contributions to the financial sector and his role in shaping Proven into a regional powerhouse remain a testament to his visionary leadership and unwavering commitment to excellence.

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Strategic Implications of A.S. Bryden & Sons Holdings Limited’s Acquisition of a Stake in Caribbean Producers Jamaica Limited

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A.S. Bryden & Sons Holdings Limited (ASBH), a prominent Trinidad and Tobago-based conglomerate, has recently acquired a 44.8% stake in Caribbean Producers (Jamaica) Limited (CPJ). This strategic move carries significant implications for both companies and the wider Caribbean market.

Expansion and Synergy

ASBH’s acquisition of CPJ represents a strategic expansion of its footprint in the Caribbean. By entering the Jamaican market, ASBH is set to leverage CPJ’s established distribution networks and customer base in Jamaica and St. Lucia, augmenting its regional presence beyond its existing operations in Trinidad, Barbados, and Guyana​​.

Nicholas A. Scott, Director of ASBH, emphasized that this investment aligns with the company’s regional expansion strategy. He noted that ASBH plans to increase its holdings in CPJ with the ultimate goal of gaining control, subject to regulatory disclosures​. This approach suggests a long-term commitment to integrating and scaling CPJ’s operations within ASBH’s broader business model.

Operational and Financial Benefits

For CPJ, this partnership promises enhanced operational capabilities and financial strength. ASBH’s extensive resources and expertise in food and beverage distribution will likely drive efficiencies and innovation within CPJ. The acquisition also provides CPJ with increased access to hard currency earnings, which is crucial for import-driven businesses in the Caribbean region​.

P.B. Scott, Chairman of ASBH, highlighted that this strategic stake would enable ASBH to serve new markets, particularly in the hospitality and restaurant sectors, leveraging CPJ’s strong presence in these industries. The collaboration is expected to generate significant synergies, boosting growth and competitiveness for both companies​​.

“Over the last 30 years, CPJ has become the pre-eminent distributor of food and beverage products to hotels and resorts in Jamaica and beyond because of the talent and dedication of our team and the support of our loyal suppliers and customers. AS Byrden shares our values and culture and has a track record of building and supporting high-performing management teams.” Mark Hart

Market Impact

The acquisition has broader implications for the Caribbean market. By consolidating its position as the largest shareholder of CPJ, ASBH is poised to influence market dynamics, fostering increased competition and potentially driving innovation within the sector. Additionally, ASBH’s listing on the Jamaica Stock Exchange (JSE) underscores its commitment to transparency and regional integration, providing greater opportunities for investors and stakeholders across the Caribbean​.

Leadership

Nicholas Hospedales, who previously led the food and grocery, premium beverage and operations units at ASBH, will be appointed CEO of CPJ. CEO of ASBH Richard Pandohie will be appointed chairman and co-founder of CPJ Tom Tyler will be appointed deputy chairman. He will also serve as a consultant to the company.

Directors Mark Hart and Candace Hart will also retain their roles.

ASBH directors Nicholas Scott, Michael Conyers and David Franco will be appointed as new directors, replacing Christopher Berry, Konrad Berry, Camille Shields, Frank O’Dowd and Mark Hall.

Hart said the two companies will grow significantly through their collaboration. He expected that working together, the two companies would be able to expand their geographic footprint throughout the region.

Seprod Ltd

In 2023, Seprod Ltd, a regional manufacturing and distribution company headquartered in Jamaica, acquired ASBH at $312.7 million, scooping up a 60 per cent share in the company. Seprod said the acquisition would result in a company with combined annual revenues of more than $3.37 billion. ASBH was valued at $267.9 million in 2022 when Seprod sought to acquire it. To fund the transaction, the company used a combination of a loan of $172.4 million and issued preference shares to the tune of TT$140.3 million.

Seprod has been in regional food manufacturing, distribution and agribusiness since the 1940s. Its manufacturing base includes oils and margarine, wheat and corn milling, integrated dairy, biscuits and snacks. It is also a part of the Musson Group of Companies, which is involved in manufacturing, insurance, information technology, logistics and real estate.

In summary, ASBH’s acquisition of a significant stake in CPJ is a strategic maneuver that promises to enhance the operational capabilities, market reach, and financial stability of both companies. This move not only reflects ASBH’s growth ambitions but also signals a transformative shift in the Caribbean’s food and beverage distribution landscape.

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