Agostini's Limited (AGL) has signed a sale and purchase agreement to acquire Health Brands Limited in its latest acquisition of a distribution company across North America and the Caribbean.
Health Brands is a Jamaican pharmaceutical and personal care distribution company that is owned by its directors Athol Smith and Kolleen Russell. Health Brands used to be a subsidiary of GraceKennedy Limited (GK) under the name Medi-Grace before it was sold in August 2006 to Smith Russell & Company Limited. It was formed in March 1975 with the principal directors forming Health Brands MCG Caribbean Limited in October 2013 to distribute medical equipment and supplies according to Companies Office of Jamaica documents.
"This transaction has received regulatory approval and the due diligence process is nearing completion. It is expected that this transaction will be finalised by the end of June 2023, and we will make a further announcement at that time," said the Agostini's release posted on the Trinidad and Tobago Stock Exchange (TTSE).
When asked about further context surrounding the deal, managing director of Agostini's Limited Anthony Agostini said, "Being a publicly listed company, we are unable to make statements and provide information to one section of the public without offering the same information to all of the public. In the circumstances, it would be best to defer providing additional information until we close this transaction around the end of next month."
Calls made to Health Brands on Monday yielded responses that the two people who could speak on the deal were overseas.
This is not the first major deal for Smith who sold Consumer Brands Limited to GK in August 2017 for $1.50 billion and additional consideration up to 2019 for the business which was generating over $2 billion in sales. Consumer Brands was merged with World Brands after the deal was completed with Smith remaining as an advisor during the transition period.
Agostini's Limited is a Trinidadian conglomerate engaged in the distribution of fast-moving consumer goods (FMCG) to wholesale and retail, distribution of pharmaceutical goods and manufacturing of certain food products. Its products are found in Barbados, St Lucia, St Vincent and the Grenadines, Grenada and Guyana.
Agostini's key pharmaceutical subsidiary Smith Robertson & Company Limited has partnerships with 28 global pharmaceutical companies including Roche, Bayer, Pfizer and GlaxoSmithKline. This acquisition of Health Brands would come immediately after the conclusion of its recent acquisition of an 80 per cent stake in Chinook Trading Canada Limited on May 5. Chinook exports a range of food products from major food companies in North America and Europe to 30 countries in the Caribbean, Central America and South America.
On December 1, Agostini also completed the acquisition of Collins Limited and Carlisle Laboratories Limited which are pharmaceutical distribution and manufacturing companies in Barbados. There were two other acquisitions in the 2022 financial year ending September 30.
While this would be Agostini's debut into Jamaica, it would not be the first entry of Victor E Mouttet Limited (VEM), which controls 57.8 per cent of Agostini's. Restaurant management company Prestige Holdings Limited has a TGI Friday's store on Hope Road which derived TT$14.12 million in revenue and earned TT$263,725 (J$5.93 million) in 2022. VEM owns 68.28 per cent of Prestige Holdings along with Vemco Limited and Mouttet Capital Limited. Christian E Mouttet is the chairman of the TTSE listed companies and chairman and chief executive officer (CEO) of VEM.
The Mouttet family also owns Trinidad-based Zodiac International Investments and Holdings Limited which has a 100 per cent interest in Zodiac Caribbean Adventures Limited (ZCA). ZCA is the single largest shareholder in Supreme Ventures Limited with a 29.9033 per cent stake as of March 31 valued at $22.63 billion. Former CEO of Ansa McAl (Barbados) Limited Nicholas Mouttet is represented on the SVL board.
For the second quarter (January to March), Agostini's revenue climbed 16 per cent to TT$1.13 billion ($25.33 billion) with consolidated net profit coming in 34 per cent higher at TT$74.52 million, of which, TT$63.31 million being attributable to shareholders. During the period, Agostini's divested its interior contracting division based on the cyclical nature of the industry, low barriers to entry and no longer strategic to the company's long-term goals.
For the overall first half of the 2023 FY, revenue was up 14 per cent to TT$2.40 billion with consolidated net profit rising 74 per cent to TT$254.69 million. Net profit attributable to shareholders increased 98 per cent to TT$209.15 million with earnings per share at TT$3.03. This performance saw the company declare a dividend of TT$0.40 to be paid on June 30 to shareholders on record as of June 5. This payment totals TT$27.64 million.
Dr Wayne A I Frederick also joined the board of directors on March 1 which also includes Pan Jamaica Group President Joanna Banks.
Agostini's total assets are up 13 per cent over the six months to TT$3.78 billion with total liabilities and equity attributable to shareholders at TT$1.75 billion and TT$1.55 billion, respectively. The company's share price is up 29 per cent year to date to TT$64.50 which leaves it with a market capitalisation of TT$4.46 billion.
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