— says transaction was in best interest of all stakeholders
ONE year after Banks DIH Limited sold its shares in Barbados beverage conglomerate Banks Holdings Limited (BHL); it has decided to repurchase the 15 per cent shares as of December 1.“The Directors of Banks DIH (BDIH) Limited believes that the transaction was in the best interest of all the stakeholders as BDIH. Throughout the whole process the directors of BDIH were guided by the company’s financial and legal advisors,” a statement signed by Company Secretary, Terrence Bynoe noted on Wednesday.
According to the company, in December 2015, it was informed through a press release that BDIH had sold the shares which it held in BHL’s issued capital being a total amount of 4,358,815 common shares, constituting approximately 6.7 per cent of BHL’s capital.
This was in the context of the takeover of BHL in Barbados by AMBEV. At that time, BHL held 20 per cent of the issued capital for BDIH.
In 2015, Banks DIH Managing Director, Clifford Reis had announced a $600M payout to shareholders as a special interim dividend from the $1.146B it had acquired from the sale of Banks Holdings Limited.
In 2015, reports reveal that Banks DIH Limited stated its recent sale of shares in Barbados beverage conglomerate Banks Holdings Limited (BHL) was both “financially and commercially advantageous” and will increase shareholder value.
Banks sought to clarify the sale, which was seen as key to a takeover of BHL by Brazilian beer giant AmBev, and it noted that its directors were guided by financial and legal advisors.
Banks sold its shares to SLU Beverages, a subsidiary of AmBev, for BDS $7.10 per share, which was ten cents over what Trinidadian conglomerate ANSA McAL, was offering.
ANSA McAL remains a strong competitor with Banks DIH for the local market. As a defensive measure against the takeover bid, Banks DIH and BHL acquired shares in each other.
The ANSA McAl bid did not succeed. The Barbados Nation’s newspaper report had stated that Barbados’ Chief Justice, Sir Marston Gibson had on November 13, 2015 lifted an injunction to halt the trading of BHL shares, paving the way for Banks DIH and others to sell their shares and eventually allowing AmBev to gain majority control.
ANSA has challenged this decision. According to the Banks’ release, the company sold 4,358,818 shares, equaling 6.7 per cent of BHL’s issued capital, to SLU for BDS $7.10 per share (BDS $30,947,607 in total) on December 2.
It noted that accounting firm KPMG had advised that the upper limit of the valuation was BDS $5.60 per share.
Meanwhile, in the press release Wednesday, BDIH stated on December 1, 2016 it repurchased 15 per cent of the shares held in BHL’s issued capital at the price of G$36.79 per share.
“That price was based on a valuation conducted by PricewaterhouseCoopers in December 2015, which valued the 20 per cent shareholding of BHL in the issue capital of BDIH, at fair market value between $37.00-$40.00 per share,” the release said