It is now official National Commercial Bank (NCB) will be acquiring nearly 30 percent of Guardian Holdings subject to regulatory approvals, making them the largest shareholder in the Trinidad based company that was previously controlled by Jamaica Mutual Life.
The announcement now confirms the ICInsider.com report earlier in the year of NCB’s strong interest in the insurance group of companies. The move is in keeping with IC Insiders’ earlier understanding that both NCB and Proven Investments were targeting approximately 36 percent of Guardian, with the targets being – Tenetic Limited block of 35.84 million which, amounts to 15.46 percent of the company and Arthur Lok Jack’s direct holding of 6.29 percent or 14.59 million units. Arthur Lok Jack’s is listed as having a beneficial interest in Tenetic. Royal Insurance Trinidad holds 22.33 million units or 9.63 percent and RBC Trust T&T controls 4.99 percent or 11.57 million shares. The release from the Guardian shareholders indicates that IFC, who recently bought into Group, is one of the sellers, with no mention of RBC.
The acquisition of Guardian would be a complete reversal, returning the company to its Jamaican roots. Guardian was once majority owned by Jamaica Mutual Life, who sold out their holdings sometime before they ran into problems in Jamaica and folded. The Jamaican entities consider the company to be clean, well run and considerably undervalued. Guardian last traded in Trinidad at TT$13.90.
Guardian is primarily a Life Insurance company but also owns a general insurance arm. NCB operates the well known OMNI Life Insurance Company. Part of the likely synergy in future would be a merger of general insurance companies that both entities own, with Omni to be sold to the Life Insurance arm, resulting in economies of scale. The possibility exists that an expanded general Insurance company could be listed on the stock exchanges within the Caribbean, thus spreading the risk associated therewith. Guardian’s profit attributable to equity shareholders for the nine months to September was $235 million, down from $286 million for 2014.
Net Income from Insurance Activities grew by $80 million to $533 million from $453 million in 2014, however. Investment activities generated net income of $527 million as against $629 million in 2014, a result significantly affected by the fair value losses of $66 million (2014 gains $27 million) that were occasioned by extreme market uncertainty during the month of September. IC Insider estimates that NCB could see profits rising around 40 cents per share for the 2016 financial year if the deal is finalized soon and on the assumption that the price is around the last traded price of the stock.
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NCB’s investment is 29.9%. I know it’s the practice to round up, but in this case it has legal implications; if NCB assumes 30% of Guardian holding shares they are obligated to make an offer to all other share holders.
Thanks for the response and information.
John