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Mergers and acquisitions

The JNN and RETV acquisitions.

What seemed like a natural fit, has met upon resistance and territorial blocks. Not able to draw upon the immense resources available in the RJR Group,

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On the face of it, the JNN and RETV cable channel acquisitions by the RJR Group was a natural fit. In much the same way that the cable channel TVJ Sports Network was set up ahead of the last Cricket World Cup to absorb the enormous quantity of cricket coverage available to the media group, it was felt that JNN could draw on the enormous news gathering capacities, infrastructure, equipment and importantly news staff of the RJR Group News Centre.

What seemed like a natural fit, has met upon resistance and territorial blocks. Not able to draw upon the immense resources available in the RJR Group, JNN has languished, not able to take full advantage of the natural synergies.

“Owen James, who reports on business matters for TVJ, is a natural fit to lead the business news coverage positioning that JNN was seeking, but rather than incorporate James into JNN, he was apparently stifled and resisted as I do not see him on JNN,”

“Another example is Anthony Miller, regarded as one of the best entertainment reporters in the country, a producer who presents a top rated weekly programme “Entertainment Report” on TVJ; Miller should have been brought in to shore up RETV.” Why these obvious moves were not made is beyond me, they were so natural,” was how one industry watcher summed up the situation.

In relation to Owen James and business content for JNN this is supported by a recent press report entitled “JNN targeting 5% of cable market”, published Friday June 13, 2008, by Jamaica observer business reporter Dionne Rose.

In the article, published some eighteen months after the acquisition, Gary Allen, then deputy managing director is quoted as saying,………

“The surveys show that the viewership to cable television is fairly high, probably somewhere around half and half in terms of local TV and cable. In the breakdown, however, of the cable channels watched, there is no single cable channel that has as much as five per cent. They are all below five per cent in terms of their viewership.

So we recognise that means in terms of watching cable, it is a niche approach and so JNN is positioning itself within that set of cable channels as a niche, which is focus on business and business related news, so that we can try and carve out our share of that business market that is direct niche.

Our plan is this financial year, for JNN to be a solid business as well as solid technical and programming channel and then having laid a solid foundation, then we will build on that by going to expand into the Caribbean and North America,” said Allen.

Another critical factor impacting the success of JNN was the fear that it would take revenues from TVJ, hence the perceived view to “hold it back”. It is well established that television revenue is highest during the 7pm -9pm prime time news slots. If JNN is to be regarded as a serious news channel, it must compete in this time segment as an attempt to maximize revenues. It was hardly expected that JNN would have been allowed to compete with TVJ at 7pm, so why it was not allowed to go head to head with the weakened CVM TV at 8pm is still a mystery.

Yvonne Wilks, recently appointed General Manager of the Cable Division was brought back to shake up and reorganize cable operation. Wilks, former Head of Corporate Affairs at telecommunications company Digicel, previously worked for seven years as Group Marketing Director for RJR. The cable division includes the Television Jamaica Sports Network, Reggae Entertainment Television and Jamaica News Network.

One of the first moves made and the clearest indication that the planned integration into the RJR structure is not working is that the cable operations is moving from Lyndhurst Road. Businessuite understands that Wilks is moving the cable operations to Constant Spring Road into offices adjacent to the Premier Plaza.

In a recent press release, Gary Allen said Kimani Robinson and Balram Vaswani, founding members and CEOs of RETV and JNN respectively, would continue to play integral roles in the two cable companies. However, Businesssuite understands that as part of the shakeup Kemani and Balram are no longer involved in the business on a day to day basis.

The RJR Group is still paying on the loan secured to acquire the cable operations from Robinson and Vaswani. Under the agreement reached in December 2006, the RJR Group through a related company Media Plus Limited acquired 80 per cent of the shares in JNN and a 65 per cent stake in RETV.

The price tag was United States (US) $1.75 million. On consumption of the deal, RJR handed over almost half a million dollars in “cash”, US$477,000, in the form of 7 million shares in RJR. At the time of the transaction, RJR stocks were trading at 4.70 down from 5.70 in January 2006, placing the value at JA$32.9M. Today, the stock is trading for 2.85, for a present day value of JA$19.9M, in essence Robinson and Vaswani have lost money on this deal and they may also be out of the company.

The balance of the purchase price was to be paid to Robinson and Vaswani only, on the achievement of a three year target, as well as the relevant regulation changes to allow “legal” advertising on Cable TV. There is still one year left (December 2009) to meet the three year target and the formal changes to the regulations are still pending. Based on these facts, this money may not be paid, at least for now anyway.

Yvonne Wilks

Wilks is quoted in a recent Gleaner story that “the merging of the three (cable) entities (TVJ Sports Network, JNN and RETV) would increase the leverage of the cable unit in creating better content and a greater platform for marketing and promotion.”

Gary Allen, for his part was quoted as saying that “The consolidation of the cable groups would provide significant benefits to each channel, in addition to the general improvement of the group.”

While the relaunch of RETV and JNN to gain national coverage, as well as the proposal to introduce RETV in more than ten Caribbean countries served to increase operating expenses for the RJR Group, whether these and all the other changes will give Yvonne Wilks, and importantly Gary Allen her boss, the means to turn things around, is yet to be seen.

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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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