No takeover of Supreme Ventures - Mayberry boss
Having yesterday gained three seats on the 12-member board of the lottery company, Supreme Ventures Ltd (SVL), brokerage house Mayberry Investments Limited said it is reviewing its demand for an emergency general meeting (EGM), while its boss, Christopher Berry, rejected that it was engineering a takeover of the firm.
At a press conference yesterday, Berry, Mayberry's chairman, announced that he; his company's chief executive officer, Gary Peart; as well as another of their nominees, Ansell Howell, had been called to the SVL board to replace Nikolaos Nikolakopoulos and Georgios Sampson, who stepped down in the wake of the sale of its SVL stake by former Greek shareholder, Intralot, and the resignation of another board member, James Morrison. The Intralot shares were acquired by a Port of Spain-based outfit, Zodiac Caribbean Ventures.
"Things are changing," Berry said, insisting that his company's call last weekend for the EGM was not a takeover attempt.
"As things change, that EGM request will be under review," he said. "I don't wish to say anything else about that."
The call for the EGM was filed with the Jamaica Stock Exchange (JSE) on October 19, under whose rules for listed companies, it would have to be held within 21 days. Up late yesterday, JSE's managing director, Marlene Street-Forrest, said she had not received any notification rescinding the request.
STAKE MOVED TO NEARLY 11 PER CENT
Mayberry's aggressive move against the existing SVL board emerged last weekend in the aftermath of the involved deal in which its own stake in the company - previously two per cent - moved to nearly 11 per cent. However, it, in fact, started with Zodiac nearly doubling its stake to just under 49 per cent - an acquisition being financed, in part, with a US$40-million bond floated in Jamaica that is still in the market.
Peart said that the transaction for the SVL interest was concluded on October 9 with a mix of debt and equity.
"After the transaction was finished, the name of Intralot changed to Zodiac Caribbean Ventures, which then proceeded to sell about 11.9 per cent of the newly acquired shareholding to a variety of shareholdings, including Mayberry West Indies," explained Berry, whose company brokered the sale.
"There are others who participated. At this point, the entity which owned 48.79 per cent (Zodiac) now owns about 36 per cent."
DEMAND HOO'S REMOVAL
Mayberry's next move was to call for the EGM and demand the removal of SVL's chairman and founding partner, Paul Hoo, who now owns just under six per cent of the company; as well as Peter Chin, Richard Foreman, John Graham, Steven Hudson, Ian Moore, and James Morrison. They were to be replaced by Berry, Peart, Howell, Nicholas Mouttet, David McConnell, Peter McConnell, and Lance Hylton.
Mayberry did not target another founding shareholder and deputy chairman, Ian Levy, who owns approximately 12 per cent of SVL's stock; recently appointed managing CEO, Ann-Dawn Young Sang; and Brent Sankar, who was an Intralot nominee.
Yesterday, Berry groused that the old board failed to prioritise good governance and the profitability of the business, and said that these would now be their areas of focus.
In fact, Peart said that he expected the company's profit, which last week was J$1.17 billion on sales of J$44 billion, will "increase by over a billion dollars in a very short time".
"I am just saying that based on our analysis," he said.
In defending his company's move and pushing back against the suggestion of a hostile take-over bid, Berry said: "There is a lot being said about Mayberry, but very few people have worked with us. Whenever we partner with a new company, we have certain fundamental principals like trust and working together. We believe that in order to run any company successfully, the best ideas must contend. Whenever we are on a board - I can only remember twice in my entire life when we used our voting power to push something through. We believe in consensus. When you have buy-in, it [success] happens a lot faster. That's how we work."