News

JMMB MILESTONE: ACQUISITION OF CAPITAL & CREDIT FINANCIAL GROUP COMPLETED TODAY!

June 29, 2012

With 93.14% of Capital and Credit Financial Group (CCFG) shareholders in Jamaica and Trinidad & Tobago accepting JMMB’s Offer and all requirements met, JMMB received final approval from the Minister of Finance and Planning in its bid to acquire CCFG. Last August, JMMB made an offer to acquire the issued share capital of CCFG at a price of J$4.55 per share, of which 70% is to be paid in cash, which amounts to a total payout of J$2.95 billion. The remaining 30% is in a Share Swap, paid for in the form of new JMMB shares being issued to CCFG shareholders.

The cash portion of the payment will be made today either by ‘direct deposit’ or ‘cheque’ for shareholders in Jamaica, based on their selection, or by ‘cheque’ for shareholders in Trinidad & Tobago. Regarding the Share Swap portion, the process to have the new JMMB shares listed has commenced, and the shares wil be deposited to accepting shareholder accounts and be available for trading shortly.

Having surpassed the minimum 90% shareholder take-up, JMMB has issued the mandatory notice to take over all remaining shares. However, the company is also affording all shareholders, who were unable to exercise their right to take up the offer during the stipulated period, the opportunity to voluntarily do so. As such, as of Wednesday July 4, the remaining shareholders will have the opportunity to come into any JMMB and CCSL branches in Jamaica or direct to KPMG in Trinidad to accept the Offer. This is not an extension of the offer but simply a regulatory provision that JMMB is utilising to enable the many persons who came in after June 15 (close date of Offer) to voluntarily activate their right of acceptance.

Integration

In anticipation of approval by the regulators and in keeping with the intention to proceed with a smooth integration process, both JMMB and CCFG leadership teams established joint work teams with representatives from both companies to plan and prepare for the integration of the entities. The intention in appointing these work teams was to create a comprehensive plan for the expanded entity to maximise the synergies and benefits for all stakeholders (team members, clients and shareholders) in the shortest possible time and with minimal disruption to service delivery and operations.

While the acquisition is completed today, there will be no immediate change in where or how existing clients conduct business with JMMB and CCFG. Clients will receive personalized communication packages in the mail starting July 6, 2012 regarding recommendations for their accounts. However, as of July 2, 2012, all clients are invited to visit www.jmmb.com/acquisition or www.capital-credit.com to review relevant client and company updates. Clients can also call JMMB’s Client Care Cente at 998-5662 or CCFG’s Call Centre at 1-888-223-4669 or visit their branch to make any queries.

JMMB’s strategic acquisition of CCFG will result in an even more formidable financial services group that will offer wider choices in investment and banking products and services through an increased branch network to a combined client base of over 187,000 clients in Jamaica. The combined group will have Total Assets of J$152.1 billion. With this milestone, the JMMB Group is set to play an even more positive role in the development of the financial markets in Jamaica and the wider Caribbean.

Speaking to these possibilities, Group CEO, Keith Duncan notes, “JMMB and CCFG shareholders will enjoy tremendous benefits as a result of this transaction, bringing together the best of two indigenous companies – JMMB and CCFG – and this expanded entity will be positioned to deliver stronger financial performance, increase efficiencies by extracting synergies in products, technology platforms and operations, thereby increasing the overall growth prospects and shareholder value.” Duncan also lauded the collaborative spirit and approach between JMMB and CCFG team members during this planning process. “The camaraderie and commitment that was demonstrated by team members of both entities as they worked towards achieving this milestone has been truly inspiring. I am confident that this collaborative approach has created the possibility for identifying and practically combining of the best of JMMB and CCFG to the benefit of all our clients and the wider local and regional market.”

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