Jul 2017 Financial News

Scotia Investments Jamaica Limited - Supreme Court Grants Approval for Scotia Investments to Convene Scheme Meeting

Jul 27, 2017

PRESS RELEASE

Supreme Court Grants Approval For Scotia Investments To Convene Scheme Meeting

[Kingston, Jamaica, July 26, 2017] – Scotia Investments Jamaica Limited (“Scotia Investments” or “the Company”) hereby announces that on 24th July, 2017 the Supreme Court of Judicature of Jamaica issued an Order permitting the Company to convene a Meeting of its stockholders pursuant to which the Company would become a wholly-owned subsidiary of Scotia Group. Under the Scheme of Arrangement, if approved, stock units in the Company held by persons other than Scotia Group would be cancelled and Scotia Group would pay to each such stockholder the sum of J$38.00 per cancelled stock unit. Stockholders in Trinidad and Tobago will be paid in United States currency only and those in Jamaica will have the option to elect to receive payment in United States currency.

Audrey Richards, Chairperson of the Committee of Independent Directors of the Company on being informed of the Court Order said:

“We are pleased that the Court has approved the first step in the transaction. The Board of Directors will shortly decide on the date and venue of the Court-ordered Meeting and due notice of the Meeting and the relevant Scheme Documents will be dispatched to our stockholders. Special arrangements will be made for our stockholders in Trinidad & Tobago to “attend” the Court-ordered Meeting in Kingston, by way of a video link with a meeting room in Port of Spain, where such stockholders will be able to fully participate remotely in the meeting and cast their votes.

The Committee of Independent Directors is pleased with the manner in which the transaction has progressed thus far and will continue to exercise oversight of the transaction on behalf of the Company in light of the relationship between the Company and Scotia Group.”

Since the transaction was announced on June 12, 2017, Mayberry Investments Limited ( Mayberry Managed Equity Portfolio) and Mayberry West Indies Limited, two of the largest stockholders in the Company announced their support for the transaction and have voluntarily signed “Lock-up” Agreements binding themselves to vote all their stock units in support of the transaction.

Scotia Investments is a leading securities dealer in Jamaica. Its shares are listed on the Jamaica Stock Exchange and cross-listed on the Trinidad & Tobago Stock Exchange. It began operations in 1992 as Dehring Bunting & Golding Limited (“DB&G”). That same year it converted to a public company, made an initial public offer and was listed on the Jamaica Stock Exchange. In 2006, The Bank of Nova Scotia (“BNS Toronto”) and its Jamaica subsidiary, The Bank of Nova Scotia Jamaica Limited (“BNSJ”), made a joint takeover bid to acquire a controlling interest in DB&G. The bid was successful and culminated in the bidders obtaining 77.1% of DB&G. Subsequent to the bid a Scheme of Arrangement was undertaken pursuant to which the shares acquired by BNS Toronto and BNSJ were vested in Scotia Group.

For more information on Scotia Investments Jamaica Limited please visit www.scotiainvestmentsjm.com

CONTACT
Ms. Sharnakae Stewart
Sharnakae.Stewart@scotiabank.com Tel: 876 946 5803


Source:
The Trinidad and Tobago Stock Exchange Limited
Thursday July 27, 2017