Proven seeks to raise $2 billion for acquisitions and expansion
Proven Investments Ltd (PIL) will this week open for subscription 400 million cumulative redeemable 8.25 per cent preference shares on the local capital market.
The offer is intended to fund additional acquisition opportunities, and to expand the company’s investment portfolio. Chairman of PIL Hugh Hart notes in the offer’s prospectus that a successful issue will provide “an enhanced level of income, above-average returns, and preservation of capital for our investors” .
The shares on offer have a fixed price of $5.00 each, with the offer being made in two equal tranches.
Tranche A will open on December 16 and will close on December 21, while Tranche B will be offered from January 24, 2017, and will close on February 4. Both will mature on December 15, 2021.
Co-lead brokers for the issue are Proven Wealth Ltd (PWL) and NCB Capital Markets Ltd (NCBCM).
The company indicates that a cumulative preferential dividend will be payable quarterly on the 15th day of March, June, September and December until the maturity date, commencing in March 2017.
PIL’s primary business is the holding of tradable securities for investment purposes, but it also pursues private equity opportunities.
The company touts its tax-efficient structure. Incorporated in St Lucia in 2009 and domiciled there as an IBC, it pays corporate income tax at the rate of one per cent in that country. Under the Caricom double taxation treaty, dividends paid by PIL are not taxable in other Caricom states that are signatories to the treaty (including Jamaica).
PIL says it intends to apply to the Jamaica Stock Exchange for the listing of all the preference stock units, after preference shares have been converted.
PIL experienced a 27.87 per cent increase in net revenue to US$14.27 million versus US$11.16 million earned in the six months ending September 2015, mainly as a result of the significant increase in trading gains over the period compared to the same period last year.
Net profit for the six months ended September 30, 2016 was US$5.35 million, an increase of 39.20 per cent from US$3.84 million earned in the same period last year.
In previous funding campaigns, starting in February 2010, PIL successfully raised US$20 million in equity capital through its fully subscribed private placement of ordinary shares. It subsequently raised approximately US$9.7 million from a rights issue of ordinary shares in August of the same year.
The ordinary shares in the company were listed on the JSE in July 2011. This was also the JSE’s first US$-denominated ordinary share listing.
An eight per cent five-year preference share offer also successfully closed on December 23, 2011, raising $1 billion for the company. In May 2014 and April 2015 PIL raised additional sums of US$10.3 million and US$29.2 million respectively from rights issues of ordinary shares, which served to strengthen the capital base of the company pending subsequent acquisitions and execution of business strategies.
Funding has been used for acquisitions including Access Financial Services Ltd (AFS), one of the largest micro-credit lenders in the island, and one in which Proven acquired a 49.72 per cent stake.
Associate companies within the group include Proven Wealth Ltd (PWL), which is a securities dealer and investment advisor.
Proven Fund Managers pursues wealth management services, pension fund management and is also a licensed securities dealer. Proven REIT Ltd was formed as the vehicle for both residential and commercial real estate-related investments for PIL.
Asset Management Company Ltd (AMCL) is a consumer and business financing entity which owns the Easy Own and eZEEas123 brands. Launched in October 2006, Easy Own allows consumers to purchase furniture and major appliances on hire purchase from participating vendors.
