1 month ago
14
AS Bryden and Sons Holdings Limited, ASBH, as the new majority owner of purveyor and food manufacturer Caribbean Producers Jamaica Limited, has made a mandatory offer for outstanding minority CPJ shares, but only intends to take up just over 51.78 million units.
By putting a cap on the number of shares it is willing to purchase, ASBH, at full take-up of its offer, would increase its stake in CPJ to 79.99 per cent. By remaining below the 80 per cent threshold for single ownership of a listed stock, AS Bryden Group would be able to maintain CPJ as a listed company on the Jamaica Stock Exchange.
The mandatory offer came in the wake of the early December acquisition of additional shares in CPJ that increased AS Bryden’s stake in the business from a plurality of 44.8 per cent to an outright majority of 75.28 per cent.
AS Bryden, a Trinidadian distribution company that’s majority owned by Seprod Group of Jamaica, began buying up CPJ shares, last July 9, paying $10.50 per unit for the most substantial block of 492.2 million shares, and between $10.20 and $10.45 for five other purchases of smaller lots. Then on December 3, Bryden acquired another 331.3 million units of CPJ via a share swap that priced the CPJ shares at $8.05 per share, taking its ownership to more than 828 million units.
Under the December transaction, AS Bryden swapped 94.87 million of its own shares as payment for the additional 30.4 per cent stake in CPJ. The mandatory offer now before the market is also in the form of a share swap in which Bryden will swap another 14.695 million ASBH shares for CPJ shares at a ratio of 10 ASBH shares for every 35.23 CPJ shares.
As for stockholders owning less than 35.23 CPJ shares, Bryden will pay them cash of $10.50 per unit.
Both companies are listed on the Jamaica Stock Exchange. Chairman of Caribbean Producers Richard Pandohie affirmed to the Financial Gleaner that the company has no intention of pursuing a delisting at this time. Pandohie is also the CEO of AS Bryden and Seprod.
The mandatory offer runs from January 9 to February 14.
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