FCIB 2nd Caribbean bank to abort US listing

 

FirstCaribbean aborts IPO for NYSE listing.

Firstcaribbean International Bank (FCI) announced that they have withdrawn their planned initial public offering ahead of its plan to list on the New York Stock Exchange.
The Trinidad and Tobago Stock Exchange advised today, that they received notice from FCI advising of the withdrawal of the US registered public offering and listing of its shares on the NYSE in view of market conditions at this juncture. FCI had filed a registration statement in December 2017 relating to this public offering and proposed listing on the NYSE under the symbol “FCI”.
The company is the second Caribbean based banking group to have moved forward with plans to list on that stock exchange. The first was NCB Group in 2013, incurring a $680 million hit from the costs relating to aborted Initial Public Offering (IPO) in the 2013 fiscal year to September, according to the company’s audited financial statements.
The banking group was attempting to raise fresh capital in the international market, during the turbulent period ahead of the country reaching an agreement with the International Monetary Fund (IMF). The amount involved was written off against income thus helping to depress profits for the year.

NCB lost $700M in its aborted NYSE IPO plans in 2013.

Since then NCB has gone on to report record profits in 2017 with a 28 percent increase in the first quarter to December last year. At the same time FCIB that struggled for several years as it was battered by Caribbean countries in deep recession only saw a rebound in fortunes in recent years.
In 2013, the FCIB group adjusted profit was just US$35 million rising to $83 million in 2014 and onto $123 million the following year then $143 million in 2016 and $151 million last year, but revenues have just barely grown as loans have stagnated with US$6.36 billion in 2017 from US$6.3 billion in 2013.

SOS writing book manufacturing starts May

Stationary and Office Supplies – Montego Bay offices.

Stationery and Office Supplies (SOS) purchase of equipment used to manufacture various types of writing books as well as the brand name SEEK.
“This purchase will allow SOS to enter the manufacturing industry in Jamaica starting with books and a plan to continue to manufacture other stationery products in the future”, SOS states.
Machinery purchased includes the following: Ruling machines, Guillotines, Gluing Machines, Stapling Machines and Book Presses.
The total value of the purchase is $60 million and is being financed through a bond with Jamaica National amounting to $80 million at an interest rate of 8 percent, and a duration for repayment of 7 years. The company expects that the total investment including machinery, raw materials and renovations will exceed $80 million. The Company said with this expansion, SOS initially be employing an additional 25 persons with production expected to start during the first week of May 2018. Prior to the acquisition a compliment of 40 persons were employed with a mixture of full time and part timers.  Revenues expected in the first twelve months is estimated at $130 million but could rise beyond this, as the business maintains most of the customers for books and SOS leverage their existing customers base and others for  more business. According to Allan McDaniel, Deputy Managing Director & Director of Warehousing and Logistics, the previous owner operated for about six months per year, but SOS will be able to operate full time and at less cost. The operation will be housed in the adjoining building they acquired last year and effectively fills out the space with their expanded inventories occupying about half. Profit margin is attractive and will almost ensure that the company will profit from it, this year, with growth estimated by them to likely be in the 30 percent region coming from both local and export sales. The new operation could deliver around $40 million to profit in 2018 and around $70 million in 2019, IC Insider.com estimates.  Speaking about SOS operations, McDaniel would only say they are happy with the first quarter, that was helped by an increased inventory, now around $170 million compared to $117 million in March last year, just ahead of the public share offer. McDaniel said that while some of the fellow businesspersons are talking about a weak first quarter, SOS expects to report continued growth.

The company’s stock ended at a record close of $6 on the Junior Market of the Jamaica Stock Exchange on Tuesday gaining 200 percent since it was listed in August last year.

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Jamaica’s company taxes jump 23%

Corporate taxes continue to be a star performer for Jamaica government revenues, having increased their input by a strong 23 percent over forecast, to February.
According to the government fiscal report, businesses paid $34 billion in corporate taxes to February or just over $6 billion more than projected. In spite of that level of performance, PAYE contributed more in taxes, at $48 billion even as government raised the threshold to $1.5 billion for individuals and cutting around $25 billion in the individual tax bill.
Corporations will be making big payments in March that should hike the amount they will pay for the fiscal year to be well ahead of the February figure. The forecast at the start of the fiscal year, was for a total take of $50.6 billion compared to $46 billion for 2016. The forecast for 2018/19 is for an intake of $63.9 billion or an increase of 26 percent over the 2018 forecast. If the trend for the just concluded fiscal year holds to March, the projected increase for the new fiscal would be just around $3 billion.

Scotia Group to contribute most to 2017/18 corporate taxes

Other areas performing well above budget projections include, Travel taxes up by 12.5% to $17.5 billion, GCT on local goods and services 4.8 percent to $83 billion, Education taxes up 6 percent to $24 billion and special consumption taxes on local goods up 10 percent to $26 billion.
Listed companies will contribute around $21 billion to the corporate tax take for the just concluded fiscal year according to data taken from financial statements. The bulk of the listed companies’ contribution will come from Scotia Group with $5.7 billion, NCB Financial $5 billion, Sagicor Group $2.9 billion, Carreras just over $1 billion, Grace Kennedy around $1 billion, JPSCo and JMMB Group just under $1 billion. Other billion dollar contributors should include Desnoes and Geddes and Wray and Nephew.

Lease buy out to save Carib Cement $2B

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Caribbean Cement could save J$2B from lease buyout.

Caribbean Cement (CCC) seems set cut leasing cost by around $2 billion per annum when the company reacquires the leased equipment from Trinidad Cement (TCL) later this year.
The company paid $3.3 billion in 2017 for the lease of the new kiln that was installed to facilitate expansion of the plant.
Caribbean Cement announced that it signed a memorandum of understanding with agreeing to the termination of the operating lease and the purchase by CCC of the assets covered under the Lease.
Agreement is for approximately USD$118 million to be paid to TCL and redemption of an aggregate number of 52 million preference shares held by TCL for approximately USD$40.5 million to be paid over a nine-year period starting in 2018 and sourced from at least one third of CCC’s profits available for distribution from the previous year. CCC will also seek financing to fund the Asset Acquisition and the Redemption.

Carib Cement kilns


The agreement flows from concerns of minority shareholders who at the company’s last AGM, at which Shareholders were given the commitment by management that the best structure would be identified to acquire ownership of the assets. A special advisory group including representation from CCC’s minority Shareholders was subsequently set in place for that purpose.”
The closing of the above transactions is subject to the satisfaction of certain conditions, including
approval from TCL and CCC’s corporate bodies, securing financing options by CCC, the absence of occurrence or potential occurrence of any material tax and/or accounting effects if the above transactions are executed, among others. The definitive agreements in relation to the foregoing
transactions are expected to be executed by TCL and CCC within 90 days from the date of signing of the MOU.
IC Insider.com gathers that CCC has already lined up potential financing at attractive rates for the execution of the asset acquisition.

CWC CALA gets 1.6B C&W Jamaica shares

parent company of C&W Jamaica now owns over 91% of the shares.

CWC CALA Holdings now controls 91.73 percent of the ordinary stock units of Cable & Wireless Jamaica following an offer made on December 28, last year, to purchase 3,027,138,546 ordinary stock units owned by minority shareholders of J$1.45 per stock unit.
Acceptance was received from 3,184 shareholders who tendered 1,639,751,868 ordinary stock units but 3,180,025 units were deemed invalid reducing the amounted accepted to 1,636,571,843 units representing approximately 54.17 percent of the ordinary stock units held by the minority shareholders and approximately 9.7 percent of all the ordinary stock units issued.
With the parent company now holding over 90 percent no mention was made about compulsory acquisition of the rest but IC Insider.com has been informed in January that it is the intension of the parent company to have the company delisted.
Cable and Wireless reported operating profit of $5.134 billion dollars before exceptional item of $112 million and finance charge of $5.2 billion and a small of loss of $138 million. Profit for the December quarter before taxation charge was $600 million and $700 million excluding the exceptional item.
Most importantly, based on the method on which the bulk of interest rates are computed, the cost for 2018 assuming no major increase in the amount of borrowing, then the rate which averaged over just over 8 percent in 2017 should fall to around 6 percent in 2018 and cut around $1.3 billion from the interest bill thus ensuring that this year will be profitable. The actual formula is based on 2.79 percent above the weighted average six months Treasury bill auctioned immediately prior to May 11 and November 11. According to the 2017 audited accounts, the rate applied was 7.68 percent at the end of last year versus 8.62 percent that was applicable up to May last year. With the six months Treasury bill rate just above 3 percent currently, assuming no shift in the policy then savings will be in excess of 2 percentage points for 2018.
Investors in the company were never provided with the information on the full 2017 year’s results or given any indication about what could be expected for 2018 and beyond. The rules of the capital market does not really protect the investing public and this is not a satisfactory manner in operating a stock market.

A KEY Partnership for life!

Treveen Little- Company Secretary and Compliance Officer at Key Insurance plays her part by donating blood in the company’s drive.

Junior Market listing, Key Insurance Company recently staged its inaugural Blood Drive at the Company’s Head Office in Kingston, in partnership with the National Blood Transfusion Service, more commonly known as the Blood Bank.
The event, coordinated by Carlene Isaacs, Reinsurance Manager and Corporate Social Responsibility team leader at Key, collected 33 units of blood. Key Insurance Company views the Blood Drive as a crucial engagement tool for sensitizing employees and increasing awareness about the vital importance of giving blood. Also participating in this life-saving initiative were some of Key’s corporate partners inclusive of bankers, brokers, valuators and neighbouring businesses.
With the estimated annual blood transfusion requirement in Jamaica at 50,000 units, Key Insurance Company plans to make the Blood Drive an annual event in this important partnership for life.

Key Insurance trades on the Junior Market of the Jamaica Stock Exchange with the last traded price of $4.

 

Mahfood family sold over 111.8m Wisynco shares

Wisynco had the largest trades on Friday.

On Friday almost 112 million shares in Wisynco Group traded with a value of $1.16 billion. “Yes the family sold 111,820,000 units on Friday with four pension funds taking up the block,” William Mahfood Chairman of Wisynco advised IC Insider.com.
Mahfood advised that when the family took the decision to go public the intension was to have sold 4 percent of the share the company to the public by way of new shares and 19 percent of the existing shares. Ahead of the initial offering a decision was made to sell only 20 percent of the company to the public with the balance to be sold after.
The sale of the shares on Friday was full filling the original decision taken which reduces Wisynco Group Caribbean Ltd holdings to just over 74 percent of the total shares issued or 2.776 billion units. Mahfood says there are no plans to sell any more shares.

Minority owners disrupt NCB’s Guardian offer

NCB Financial Group has advised that the offer to acquire up to 62 percent of Guardian Holdings shares lapsed due to failure for condition 2.4.5 of the Offer.
The conditions in summary stipulates that the conclusion of the offer is subject to there being no action instituted or threatened or investigation by government or its bodies or legal action that may delay the completion of the offer or make it illegal.
At the end of Friday 23rd February, there are terms and conditions of the Offer which remain outstanding a release from NCB stated, as such and in accordance with the provisions of the Securities Industry (Take-Over) By-Laws, 2005 the Offer lapsed.
The latest tally of offers received showed 535 Guardian shareholders tendered approximately 91,743,975 shares which, together with the NCB existing shareholding, represents approximately 70.24% of the outstanding GHL Shares. No shares deposited have been taken up by the Offeror.
NCB future states that the Trinidad and Tobago Securities and Exchange Commission has decided to convene a hearing in accordance with the provisions of the Securities Act, 2012 in respect of the facts and circumstances surrounding the Offeror’s equity interest in GHL and the issuance of the Offer Circular.

$11M missing from elite figures

$11 million are missing from the first quarter figures included in Elite Diagnostic prospectus to raise $141 million in an IPO.
While the 2017 audited accounts show depreciation and amortization of $28 million and administrative expenses of $81 million,the interim figures show no amount for depreciation, with administrative cost of $24 million which is just over 25 percent of the full years cost to June. Direct cost is $87 million for the fiscal year or just under $22 million per quarter, in line with $21.7 million in the September quarter. The conclusion is that the cost of depreciation is not included and would result in profits falling from $23 million reported to $14 million and would reduce the expected full year earnings below the annualized figure of $92 million down to a much lower amount, assuming that the new location at Old Hope Road just break even.

Elite Diagnostics is the first 2018 IPO out of 9, that is expected this year.

The intrigue does not end there. The movements in fixed assets show a missing $11 million, with fixed assets at June being $187 million and the cash flow statement showing additions of $71 million, that should result in a total of $257 million which would be reduced by approximately $9 million for depreciation for the quarter, bringing the net figure to $249 million but the interim figures have fixed assets at $238 million. For short, a material amount of $11 million is missing and it is unclear what items are under or over stated.
On the face of it, the reported profit for both years appear overstated, on that basis, IC Insider.com reduced earnings per share for the full year to 20 cents, with the stock being priced at 10 times earnings, but that still leaves the stock a buy.

NCB offer for Guardian extended

NCB Financial Group extended the closing date for its offer to buy up to 62 percent of the Trinidadian based, Guardian Holdings’ shares to February 2 instead of the original date of January 12.
According to a release by NCB “while the majority of the terms and conditions of the Offer have been satisfied or otherwise waived and the Offeror has received the sign-off from most of the relevant regulatory authorities in respect of the proposed acquisition, the Offeror has applied for and is awaiting certain other regulatory approvals required to be obtained by it before it may take-up and pay for any tendered Offer Shares. Such regulatory approvals are required as a result of the Offeror and GHL, along with several of GHL’s subsidiaries, being regulated in Trinidad and Tobago and elsewhere in the region. Given the foregoing, the Offeror has elected to extend the Closing Date to the 2nd day of February.”
In May 2016 an interest in 69,547,241 GHL Shares were acquired by NCBFG at US$3.24 per share. At the time of the acquisition, NCBFG entered into a shareholders agreement with Arthur Lok Jack and Imtiaz Ahamad and several of their affiliate entities. The shareholders’ agreement included a lock-up provision in relation to both NCBFG’s and the Key Shareholders’ GHL Shares by which the parties agreed to limit their rights to dispose of any GHL Shares until the expiry of three years from May 12, 2016. The agreement required NCBFG to make a take-over bid within three years to gain a minimum of 62% of the outstanding GHL shares and that the Key Shareholders agreed to tender all their GHL Shares (approximately 21.84 percent of the GHL shares) pursuant to such take-over bid. The price of the take-over bid would be, an offer up to May 12, 2017, a minimum price of TT$17, or an offer after May 2017 but up to May 2018, at TT$18 and TTS19 if made after May 2018 to May, 2019.
In November 2017, the shareholders agreement was amended to provide that should the offer be made by February 12, 2018, the price of the offer would be US$2.35 per share instead of TT$18 for an offer made up to May 12, 2018.