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Cover Story : The Battle for Control of Salada Foods

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A deal that left more questions than answers

What did Donovan Lewis, Chairman of Three Bears see in Salada Foods that nobody else saw? How about a pre-tax profit of JA$482,906,847.38

The latter part of 2008 saw Christopher Berry, Chairman of Mayberry Investments and Donovan Lewis, Chairman of Three Bears in a one sided battle for control of Salada Foods. What did they see and know that other players in the market didn’t?

On the 15th July 2008, the announcement on the Jamaica Stock Exchange (JSE) website was that “Salada Proposed A Stock Split”. Salada Foods Jamaica Ltd advised that at a meeting of the company’s Board of Directors to be held on July 22, 2008, the directors would be considering a split of the company’s share.

On the 25th of July in 2008, the following was posted on the JSE website “Stock Split-Salada Foods.”

“The Board of Directors of Salada Foods Limited has advised that the Directors have decided on the following matters at its meeting held on July 22, 2008:
a. To increase the number of authorized shares in the company from ten million four hundred thousand to five hundred million ordinary shares of no par value by the creation of four hundred and eighty nine million six hundred thousand new shares of no par value.
b. From the new shares created the company will issue nine new ordinary shares for every one ordinary share currently held by each member of the company.
c. To call an Extraordinary General meeting of the shareholders’ to be held on August 28, 2008, at 3 p.m., at the Hilton Kingston Hotel to put forward the above stated Ordinary resolutions and
d. To put forward at the meeting Special resolution for the adoption of Articles of Incorporation of the company and cancel the existing Articles and Memorandum in substitution therefore. “
There was no indication from this report what the intention of this move might be; was it to increase the company’s share capital to fund projected growth and expansion, or was it designed to raise funds to pay down expensive debt?.

At the time, the company’s stock was trading between JA$130 and JA$135 per unit having started the year at JA$44 and would go as high as JA$150 before the end of the year on very low trading volumes (see table below). It could therefore be assumed that the stock split was designed to allow the shares to trade in smaller denominations thus attracting more investors. But was this the real value of the stock? Or was this the result of rampant speculation driving the price up?

SALADA MONTHLY
TRADING VOLUMES 2008

Jan 1,899,214
Feb 90,822
Mar 67,615
Apr 14,014
May 29,386
Jun 850
Jul 3,620
Aug 1,149
Sept 1,235
Oct 1,175
Nov 30,150
Dec 94,500

Did the volume of stock trades warrant this kind of move in the stock price? One could hardly take these low levels of trades as a serious bid to wrestle and secure control. Still, more unanswered questions.

What did Salada have to offer?

For the financial period ending September 30th 2008, Salada posted revenues of $393.8M an increase of $51.1M or 14.9% over 2007. Profit before tax was $114.0M compared to $102.6 for the corresponding period in 2007. Net profit attributable to shareholders was $75.3M compared to $68.2M. Earnings per share (EPS) was $7.25 compared to $6.56.

“I can’t think of anything special or specific at the time that would warrant a stock price war and battle for control of Salada foods, other than a good brand name and reasonable good export growth prospects I don’t see much else”, according to one financial analyst when asked the question. That also seemed to be the perspective of a number of other industry watchers. So what really was it? What did Chris Berry and Donovan Lewis, the two players battling for control, see and know that other players in the market didn’t know and could not see? Was this much ado about nothing or was there really something there? Could it be that there was collusion to drive the stock price up?

One senior business executive suggested that Mayberry’s attempt to secure control by offering $32.50 per share for 51 per cent of the coffee company’s near 10.4 million issued shares was not realistic, as Donovan Lewis controlled just over 60 per cent of Salada, and was not likely to sell to Mayberry to give them the desired control.

So, when Mayberry announced a hostile bid for Salada Foods, at $32.50 per share for 51 per cent of the coffee company’s near 10.4 million issued ordinary shares, investors started to take notice. The offer opened on August 30th and closed September 28th last year. At the time, there were 10,388,320 Salada shares outstanding, which would put Mayberry’s cash offer at approximately J$172.2 million.

The Mayberry bid rivalled that of the August 17th 2008 Donovan Lewis-controlled Three Bears’ offer of $25.82 per share for the remaining 39.77 percent of ordinary stock units in Salada. Mayberry said its cash offer had long-term benefits for the company, including profitability growth potential.

There was, as would be expected, varying views by analysts on the offers. According to one published view, “The move to acquire a 51 per cent shareholding in Salada might be an attempt by Mayberry to prevent Three Bears from increasing its shareholding in Salada by as much as 80 per cent and subsequently delisting the company”. However published statements attributed to Donovan Lewis confirmed that he had no intentions of delisting the company, and was only responding to take-over rules triggered by his current holdings. Others felt it could diversify Mayberry’s business and boost Salada’s share price.

Three Bears, which is based in the British Virgin Islands, surpassed the 50 per cent threshold to trigger a mandatory take-over bid when Lewis or companies controlled by him acquired Three Bears from the Caribbean Investment Fund (CIF) at the end of 2006.

The deal gave Three Bears 2,052,000 ordinary stock units in Salada. Lewis, through Three Bears, subsequently purchased a further 2,018,981, ordinary Salada stock units from the CIF. The combined acquisitions gave Three Bears 60.23 per cent ownership of Salada.

Chief Executive Officer of Mayberry, Gary Peart, in published media reports last year was quoted as saying that “his (Mayberry) firm was prepared to offer more than Three Bears as it believes the acquisition of shares in Salada has sound, long-term benefits.”

“We are prepared to offer close to 26 per cent ($6.68) above the Three Bears’ take-over offer because we believe that the acquisition of shares in Salada has sound, long-term benefit. Salada presents the profile and profitability growth potential that we look for in companies to include in our acquisition strategy going forward, though it’s continuing profitability is not a certainty,” Peart also said.

It’s interesting to note that both bids were significantly below Salada’s then market price of $45.

This begged answers to the following questions.

What triggered the stock movement to 45 dollars per share?

Why were the offer prices for the stock below 45, hovering now between JA$26 and JA$32.5 dollars?

What’s the real value of a Salada stock?

And so a bidding war was on for controlling interest in Salada Foods, and as one analyst said, “it could be that Mayberry is banking on the fact that any price below 45 is a good buy and with an expectation that the price may move back up they will be guaranteed a handsome profit on the deal. And with a bidding war now in play with Three Bears, chances are that the prices will begin to move again. So it appears no matter what Mayberry and Three Bears do by virtue of their actions, each may just get the price movement they seek.”


So was the Salada takeover battle an exercise in futility?

“I have over 60 per cent of the shares and I’m not selling. Is he (Chris Berry) really serious?” commented Donovan Lewis, Chairman Three Bears Limited.

The buzz around Salada pushed the stock price to JA$70 per share and in the face of a clear and unequivocal rejection of an offer to buy controlling interest from Donovan Lewis, Chris Berry’s Mayberry Investments was still pushing. The only question to be answered was why?

Given that Donavan Lewis acquired the stock at $25.82 or $161.5m in total value, this represented a whopping $277m gain in less than ten months. Chris Berry did not do too badly either. Mayberry Investments’ 0.3 per cent share holdings made roughly $1.4 million based on the stock price. Investment managers were reported to be saying at the time that the stock price might even climb further to $80.

The Salada Board subsequently announced that Mayberry had served a written notice upon the Company increasing its take-over bid price from J$32.50 per stock unit to J$40.08 per stock unit. The new price valued the Mayberry bid at $212 million. In response, the coffee company called an urgent meeting of its Board of Directors on September 19, 2008 to consider the Mayberry increased offer.

Mayberry’s move was ahead of the Board’s recommendation that shareholders reject the original bid in August of $172 million, or $32.50 per share, to gain fifty-one per cent (51%) of Salada, rivalling the mandatory bid of $25.82 made by controlling shareholder, Donovan Lewis’ Three Bears. The Salada Board said it had undervalued the holdings. At $70 per share, Salada was valued at $727.2 million ($70 times 10,388,330 stock units in issue). At that price, Mayberry’s holding, a negligible 31,250 units or 0.3 per cent of the Company was worth $2.2m; while Three Bears, which owns 60.23 per cent of Salada or 6,256,891 units, was worth $438m.

Not selling

To secure its targeted 51 per cent bid, Mayberry would have to woo Three Bears to sell some of its holdings. Lewis however is reported to have again said that he would not sell neither would he improve his offer, calling the Mayberry offer a futile exercise. “I don’t know what they are trying to do; that doesn’t make sense,” he said. “I have over 60 per cent of the shares and I’m not selling. Is he really serious?”

Mayberry however remained undaunted indicating that it saw value in the stock and that responses to the offer had been fair so far, indicating that the price offer was a result of Mayberry’s re-evaluation of the stock.

Lewis said that even at the new price, Mayberry’s rival offer could not succeed. He said that, “no one at the company had approached him to sell and that the new $40.08 offer was neither worth the time nor the effort.”

However, Peart said Salada is an illiquid stock and that the price could jump significantly either way. He argued that a lot of shareholders had already taken up the offer saying they had been trying to sell their shares for years but could not find buyers.

As 2008 came to a close, Salada stock price reached as high as JA$150 per unit, driven largely by speculations. The Directors of Salada Foods subsequently advised that they would do a stock split and shareholders were to receive a ten to one offer, consistent with the resolutions put forward at the Extraordinary General Meeting.
With the stock price at JA$150 per share, the value of Donovan Lewis’ share holding in the company moved from JA$161,552,925 to JA$644,459,773, a gain of JA$482,906,847. Mayberry’s investments now had a pre-tax profit of JA$2,411,875.
Was this the end game? Your guess is as good as mine.

Additional Sources: Jamaica Gleaner, Jamaica Observer, Jamaica Stock Exchange, Internet sources

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FosRich Reports Operating Loss of $68.6M, EPS Drops to Negative $0.01

The operating loss generated for the period was $68.6 million, compared to the profit of $32.9 million reported for the prior reporting period resulting in loss per stock unit of $0.01 compared to a profit per stock unit of $0.01 at March 2024

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Cecil Foster Chief Executive Officer for FosRich Company Limited has released the following the unaudited results of FosRich for the three months ended 31 March 2025 and to report on the performance of FosRich.

Financial Highlights
• Revenues – $852.9 million compared to $859.8 million in the prior period.
• Gross profit – $305.6 million compared to $389.5 million in the prior period.
• Net (loss)/profit – ($68.6) million, compared to $33.0 million in the prior period.
• Earnings per stock unit – (-1) cent compared to 1 cent in the prior period.

Business Overview
FosRich is primarily a distributor of electrical, lighting, and solar energy products. FosRich aims to differentiate itself from its competitors in the Jamaican marketplace by providing a quality and cost effective service, and by collaborating with clients on technical solutions. FosRich partners with large global brands seeking local distribution such as Huawei, Philips Lighting, Victron Energy, Siemens, NEXANS and General Electric. FosRich has a staff complement of two hundred and forty (240) people across ten (10) locations in Kingston, Clarendon, Mandeville, and Montego Bay. FosRich also has a team of energy and electrical engineers who offer technical advice and install solar energy systems, solar water heaters and electrical panel boards.

Our current-quarter numbers continue to be affected by the substantial fall in PVC and solar panel cost on the world markets. What this meant for us, is that despite achieving higher sales volumes, because our price reductions are passed on to our customers, we have achieved lower total sales income on these important lines of business. In addition, we were also affected by the slowness in housing-starts locally, caused primarily by the considerable increase in interest rates in Jamaica in the current period when compared to the prior period. We have not yet begun to benefit from the recent reductions in interest rates.

More importantly, our current quarter was adversely affected by international problems in the shipping industry, that continue to be affected by developments related to the operation of the Panama Canal. This resulted in significant delays in shipment for both finished goods and raw material. Raw material delays significantly interrupted our manufacturing operation during the quarter, which limited our ability to keep the market supplied with these needed products.

With the recent developments in the USA market, our global partners, in seeking to broaden and deepen their relationships with their non-USA customers, have offered more favourable credit terms to us, which should provide measurable benefits, going forward.

Income Statement

Income
The company generated income for the first quarter of $852.9 million compared to $859.8 million in the prior reporting period. Gross profit for the first quarter of 2025 was $305.6 million compared to $389.5 million for the prior reporting period. The main revenue drivers were Electrical and Hardware lines of business.

Administration Expenses
Administration expenses for the year-to-date was $337.4 million, reflecting a 12% increase on March 2024’s $301.6. The increased costs were fuelled primarily by increased staff related costs for increased staffing, increased travelling and motor vehicle expenses, increased insurance costs due to increases both in policy renewal rates and exposure, increased security cost due to additional locations and increased depreciation due to additional fixed assets.

Finance Cost
Finance cost for the year-to-date was $44.2 million compared to $$55.7 million in the prior period.

Net Loss
The operating loss generated for the period was $68.6 million, compared to the profit of $32.9 million reported for the prior reporting period resulting in loss per stock unit of $0.01 compared to a profit per stock unit of $0.01 at March 2024

Balance Sheet

Inventories
Since the start of the year, there has been some run-off of inventories, primarily due to the shipping issues discussed above. The company continues to proactively manage inventory balances and the supply-chain, with a view to ensuring that inventory balances being carried are optimised, relative to the pace of sales, the time between the orders being made and when goods become available for sale, to avoid both overstocking and stock-outs. Monitoring is both at the individual product level and by product categories.

Receivables
We continue to actively manage trade receivables with an emphasis being placed on balances in the over 180-day bucket. We have implemented strategies to collect these funds as well as to ensure that the other buckets are managed. We have re-evaluated all credit relationships. Where necessary, credit limits have been reduced and credit periods shortened. For some inventory items, we have instituted seven (7) day credit or cash. Sixty-four (64%) of receivables are within the current to 60-day category, mirroring December 2024. Receivables also include advance payments made to foreign suppliers for the increasing levels of inventories required to support our sales strategy.

Trade Payables
Our trade payables are categorised by foreign purchases, local purchases and other goods and services. While we have concentrated primarily on the foreign payables, as the bulk of our inventories are sourced from overseas. we continue to manage payables, for the most part, within the terms given by our suppliers.

Non-current Liabilities
Non-current liabilities have reduced by $101 million due to the run-off and maturing of facilities. Liquidity At balance sheet date the excess of current assets over current liabilities amounted to $843 million (31 December 2024 – $1,012 million), with the current ratio being 1.36:1 compared to 1.43:1 in December 2024. It is expected that FosRich will continue to be able to generate sufficient cash to meet obligations when they fall due.

Shareholders’ Equity
Shareholders’ equity now stands at $1,930 million, compared to $1,999 million on 31 December 2024. On 31st March 2025 there were 5,266 shareholders, compared to the 5,318 on 31 December 2024.

Other Matters

  • New Activities Construction of our new FosRich Superstore & Corporate Offices at 76 Molynes Road is advanced, with completion date now projected to be Q3, 2025
  • We have halted our plans to enter the United States market, until further notice.
  • We continue to implement the specific strategies as outlined within our strategic plan, with a view to making the group more vertically integrated.
  • We are cognizant that despite the challenges ahead within our local operating space and the wider global space, we have the right talents and leadership to deliver on our plans for the ensuing period. We will continue to execute our plans to ensure that we remain competitive and deliver value solutions to our customers.

As we report on the performance of FosRich, we thank our shareholders, employees, customers, and other stakeholders for their support as we continue to expand our business and bring greater value to our various stakeholders.

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CAC 2000 Back to Profit in Q2 Despite J$56.1M YTD Loss

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Gia Abraham Chief Executive Officer for CAC 2000 Ltd. Has Released The Following Interim Financial Highlights For The Six Months Ended April 30, 2025

The first half of FY2025 has been a period of strategic recalibration and operational discipline for CAC 2000 Ltd. While the company remains in a year-to-date loss position of J$56.1M, we are encouraged by the return to profitability in Q2, where we recorded a net profit of J$2.5M. This turnaround from the Q1 loss of J$58.5M reflects the early impact of our cost containment efforts and renewed focus on execution.

Rather than viewing the current environment as a setback, we see it as a proving ground — one that has sharpened our priorities, strengthened our leadership, and positioned us to emerge more agile and focused.

Key Financial Highlights
Revenue and gross profit remained relatively stable, reflecting the resilience of our core business lines despite tighter liquidity and project delays. This consistency provides a strong platform for growth as we continue to streamline operations and improve margins.

Balance Sheet Position
Our balance sheet remains healthy, with a more than doubling of cash reserves and a growing equity base – a testament to prudent financial management and strategic capital allocation.

Cash Flow Analysis
We have made meaningful progress in cashflow management, reducing operating cash outflows by more than 50% and improving our net cash position by over J$56M year-over year.

Strategic Progress
• Q2 Turnaround as a Signal of Stability: Our Q2 profit demonstrates that the business is stabilizing and that our strategic actions are beginning to yield results.
• Liquidity and Balance Sheet Strength: We’ve more than doubled our cash position, giving us the flexibility to manage short-term obligations while investing in long-term growth.
• Leadership and Governance Enhancements: We are excited to welcome two new directors to our board, whose experience and insights will be instrumental in guiding our next phase of growth. • Clear, Focused Strategy: We are laser-focused on improving cash conversion cycles and enhancing margin performance through disciplined execution.
• Forward -Looking Confidence: We are confident that the foundation laid in the first half of the year positions us to deliver stronger results in the months ahead. • Operational Focus: We remain committed to improving receivables collection, optimizing inventory, and maintaining lean, efficient operations.

Outlook
While challenges remain, our Q2 performance demonstrates that CAC 2000 is moving in the right direction. With a sharpened strategy, a strengthened leadership team, and a renewed sense of purpose, we are confident in our ability to build on this momentum and deliver long-term value to our shareholders and stakeholders.

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PROVEN Group Reporting Net Profit Of US$2.6 Million For Financial Year March 2025

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The Board of Directors for PROVEN Group have released the following Unaudited Financial Statements for year ended March 2025

Net Revenue:

PROVEN Group Limited reported net revenue of US$55 million for the year ended March 31, 2025, on par with that earned in the same period last year. The reduction in net interest income which was primarily due to the tightening of spreads from the repricing of the Group’s publicly issued notes at higher rates, was offset by improvements in fee income and gross profits from manufacturing operations.

Net Profit:

The Group recorded net profit attributable to owners of US$2.6 million for the financial year. This was driven by operating profit of US$1.2 million, and a share of profit from associates of US$5.6 million, a decline from US$15.6 million in the prior corresponding period, which included an extraordinary gain from JMMB Group’s share of profit of Sagicor Financial’s gain on the acquisition of ivari. The profits for the nine months translated to an earnings per share of US$0.0032.

REVENUE BREAKDOWN:

Net Interest Income (NII): Net interest income for the financial year was US$16.1 million, down 8.9% from US$17.7 million in the prior year. The decrease is primarily due to the higher refinancing rates on the Group’s debt, which offset the widening of spreads on the wealth management portfolio. The Group anticipates a gradual reduction in funding costs over the short to medium term due to expected macroeconomic stability and lower interest rates.

Fees & Commissions:
Fees and commissions for the financial year grew by 20.7% to US$11.4 million, compared to the same period last year. This increase was driven by the recovery in trading volumes and commission-driven activities within the wealth segment, particularly in equity trading and investment banking fees.

Fund Management Income: Fund management income grew by 11.6% to US$4.3 million for the financial year, compared to the US$3.8 million in the prior period. With continued recovery in asset prices and growth in the Group’s asset management platform, income is projected to continue to grow into the new financial year. The Group’s managed funds include the PROVEN Select Unit Trust Funds, PROVEN Plus Managed Portfolios, PROVEN Rock Individual Retirement Accounts, the Heritage Education Savings Plan, and various Pension Funds. New offshore mutual funds are planned for distribution across the Group’s wealth management companies.

Property Sales: Property sales were recorded at US$10.2 million, which was below expenses of US$11.3 million, resulting in a loss of US$1.1 million from recurring property expenses. Proven Properties is focused on completing two major development projects: Sol Harbour in Ocho Rios and Bahari in Runaway Bay, both in Jamaica, which are expected to be finished in the 2025/26 financial year. The Division is also expanding its industrial real estate portfolio with the Aashgo warehouses in Grand Cayman and the planned development of Kingston Gateway Warehouses in Jamaica.

Manufacturing Operations: Gross profit from manufacturing operations increased by 8.8% to US$18.4 million, up from US$16.9 million in the prior year. A decline in commodity prices facilitated a 5% reduction in Pinnacle’s livestock feed prices, while still allowing for improved margins. Roberts Manufacturing is targeting revenue diversification via the pursuit of additional export sales in the region.

Net fair value adjustments and realised gains: The reduced gains on the revaluation of the Group’s property portfolio led to a decline of net fair value adjustments from US$2.4 million in the prior year to US$1.2 million for the current period.

Share of Results of Associates: The share of results from associates was US$5.6 million reflecting a 63.8% decline from the previous year. This decrease arose primarily from a reduction in the results of the JMMB Group which reported extraordinarily strong results in the corresponding prior period from a significant gain from their share of profit of Sagicor Financial’s gain on the acquisition of ivari.

OPERATING EXPENSES:

Total Operating Expenses: Operating expenses declined by 4.2% to US$53.9 million. Lower staff costs compared to the same period last year, is the result of the restructuring and consolidation exercise executed in the prior period.

BALANCE SHEET HIGHLIGHTS:

Total Assets: The Group’s total assets increased by a modest 1% year-over-year to US$1.11 billion at March 31, 2025, this reflects significant portfolio reallocation rather than net growth. The 7.8% increase in our investment portfolio and 52.8% growth in property development in progress – driven by our Sol Harbour and Bahari projects – were substantially offset by a strategic deployment of cash reserves, which declined by US$74.2 million, and a US$10 million reduction in trade receivables. This asset mix shift reflects our active investment strategy and commitment to major development projects. Off-balance sheet managed assets expanded to US$685 million.

Shareholders’ Equity: Equity attributable to shareholders grew by 4.1% to US$113 million at March 31, 2025, up from US$108.5 million at the beginning of the financial year. Retained earnings increased by 8.4% from US$13.0 million at March 31, 2024 to US$14.1 million at March 31, 2025.

Dividend Consideration: The Board of Directors has approved a final dividend payment of US$0.0010 per share to be paid to all ordinary shareholders on record as of June 18, 2025, on July 2, 2025. This brings the total amount declared for the financial year ended March 31, 2025, to US$0.0040 per share which represents a tax-free dividend yield of 3.40% based on the average share price of US$0.1176 for the financial year.

PROVEN Group Limited (the “Company”) is incorporated in Saint Lucia under the International Business Companies Act. The Company is domiciled in Saint Lucia, with registered office at 20 Micoud Street, Castries, Saint Lucia. The primary activities of the Company are the holding of tradable securities for investment purposes and holding other investments.

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EduFocal Faces Equity Deficit of $135M Amid $314M in Accumulated Losses

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Gordon Swaby Chief Executive Officer of EduFocal Group (“LEARN”) has released the following unaudited condensed consolidated financial statements for the first quarter ended March 31, 2025.

For the three months ended March 31, 2025, the Group generated revenue of $29.97 million, which remained relatively flat compared to the $30.01 million earned in Q1 2024. This consistency aligns with the Group’s strategic shift toward more predictable recurring revenue streams. Notably, the team has continued to invest heavily in Amigo, a new initiative designed to drive scalable recurring income through a modernized business model.

Operating profit for the first quarter of 2025 amounted to $5.61 million, compared to an operating loss of $12.59 million in Q1 2024. This performance is largely attributed to effective cost-containment strategies and the streamlining of operations.

Administrative expenses totalled $12.88 million, a 62% reduction from the $34.16 million recorded in the prior year’s corresponding period. This drop is aligned with the Group’s internal restructuring and cost-efficiency initiatives.

The Group reported a net loss of $1.34 million, significantly narrowed compared to $20.87 million in Q1 2024. The reduction in losses was achieved despite finance costs of $6.95 million, which continue to weigh on performance.

Amigo, in particular, is extremely important to our future, and we have invested heavily in its development. Early feedback from potential customers about Amigo has been extremely positive, and we anticipate immediate opportunities to leverage this software beyond Jamaica. This investment underscores our commitment to driving top and bottom-line growth through innovative educational solutions.

Performance of Divisions

The Learn division continues to concentrate on the expansion of its market presence globally, aligning with the Group’s strategic objectives for growth and market penetration. With the closure of Academy and the acquisition of Clever School Teacher (CST), EduFocal Nigeria and EduFocal Africa, the division remains committed to widening the group’s footprint in these territories.

The Group is confident in its strategic plan to revitalize its financial outcomes. The Management team is actively addressing these challenges, to mitigate any further associated risks, which will in turn steer the division to sustained growth and profitability.

While the Group continues to operate at a net loss, the significant improvements in EBITDA, cost control, and operating margins are promising indicators of recovery. The management team remains confident in its strategic plan to return to profitability, emphasizing disciplined execution, increased software adoption, and regional expansion.

Financial Position

As at March 31, 2025, total assets stood at $235.41 million, an increase from $228.68 million as at March 31, 2024. The increase reflects stronger receivables and the continued capitalization of software development costs.

The Group’s non-current assets totalled $163.74 million, primarily comprising intangible assets of $162.77 million and property, plant and equipment of $968,765. Current assets amounted to $71.68 million, with receivables and prepayments of $34 million, a director’s account of $36.76 million, and cash of $914,348.

However, the Group continues to operate with a capital deficiency, with shareholders’ equity showing a deficit of $134.85 million, driven by accumulated losses of $314.16 million. Long-term borrowings stood at $153.49 million, while current liabilities totalled $216.78 million, largely due to accounts payable of $127.69 million and the current portion of long-term loans amounting to $90.36 million.

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Tropical Battery Q2 FY2025 Demonstrated Resilient Financial Performance Across Group

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Alexander Melville Chief Executive Officer Tropical Battery Company Limited (TROPICAL) has released the following Interim Financial Statements For The Second Quarter Ended March 31, 2025

The second quarter of FY2025 represents a defining chapter in Tropical Battery’s transformation into a multi-market, diversified energy solutions group. With operations spanning Jamaica, the Dominican Republic, and the United States, and products shipping to over 35 countries, we continue to scale a resilient and future-facing platform that aligns with global megatrends in energy storage, electrification, renewable energy, and mobility. We have delivered solid operating results while executing key elements of our long-term strategic plan, against a favourable macroeconomic backdrop, marked by stabilising inflation, a return to growth-oriented monetary policy, and strong investor appetite for energy transition assets.

We continue to benefit from diversified revenue streams and scalable infrastructure. Rose Batteries (USA), Kaya Energy (Dominican Republic and Jamaica), and Tropical Mobility are now fully integrated and operationally aligned. These businesses give us direct exposure to energy storage systems, solar EPC services, and electric vehicle supply chains—markets projected to grow at 20%+ CAGR over the next decade (Straits Research, 2024; IEA, 2024).

Our U.S. operations provide access to the world’s largest energy storage market. At the same time, the Dominican Republic, six times the size of Jamaica by GDP, offers a rapidly expanding base of commercial and industrial customers. These strategic positions allow us to scale quickly while limiting overexposure to any single geography.

The second quarter of FY2025 demonstrated a resilient financial performance across Tropical Battery Group, with key metrics reflecting operational discipline and improved commercial execution. Gross operating revenue totalled J$1.63 billion, representing a 5.1% year-over-year increase compared to the J$1.55 billion posted in Q2 FY2024. On a year-to-date basis, revenue rose 34%, underscoring the strength of our core battery and energy businesses, alongside the contributions from new and recently integrated subsidiaries.

A key highlight for the quarter was the continued improvement in gross profit margins, which rose to 34.8%, up from 30.9% in Q1 FY2025 and 31.5% in Q2 FY2024. This reflects the successful implementation of strategic pricing actions, supplier cost recovery, and process corrections initiated in late Q1. These efforts helped to fully offset the impact of increased input costs and restored margins to target levels. Gross profit for the period stood at J$567 million, a 15.9% improvement over the prior year.

Operating expenses increased to J$428 million, compared to J$305 million in Q2 FY2024, reflecting one-time APO marketing expenses, investments in new talent management to help grow revenue in the United States, the continued expansion of group operations and the complete consolidation of Rose Batteries and Kaya Energy Group. These investments in integration, staffing, and infrastructure are essential for scaling our platforms in the U.S., Dominican Republic, and Jamaica, and are expected to yield further efficiencies in subsequent quarters.

Finance costs rose to J$132 million, a 30% year-over-year increase, driven by the full-quarter impact of the bridge loan facility used to acquire Rose Batteries. This was partially offset by J$26 million in finance income, which brought total net finance costs to J$106 million. As a result, while operating profitability remained substantial, bottom-line profit for the quarter was modest, with net profit of J$2.78 million. Nonetheless, this marks a significant turnaround from the Q1 net loss of J$96.2 million, validating the underlying health of the business and the one-off nature of prior period adjustments.

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