RJRGLEANER shareholders approve company changes
Shareholders have given the nod to three special resolutions aimed at shoring up the RJRGLEANER Group’s future prospects, according to CEO Gary Allen.
“We know that it may be a challenging environment, but we are digitally driven. We’re going to have credible content that we will continue to produce and make that available on multiple platforms everywhere ... . That’s the future that we have for what it is that we are doing with the business,” Allen told shareholders as he made the case for the adoption of the special resolutions yesterday.
Shareholders were asked to agree to an increase in the authorised shares.
Allen said that having extra capital during tough times is important to help to manage the business in responding to or anticipating opportunities in the environment.
“You want to have the most agility. You want to have the greatest level of freedom to take advantage of the opportunities as they arise,” Allen argued, noting that the company has no unissued float of shares nor can it issue bonus shares or use other means to make strategic moves.
Allen, along with Chief Operating Officer Christopher Barnes, spoke of future projects, emphasising that much of the group’s operations will have to be focused on competing in the digital space. This, they say, will require a reorientation of thinking and group transformation.
Shareholders were also asked to approve a rule change that will enable a shareholder or connected parties to own up to 21 per cent of the company, up from the present allowable limit of 10 per cent. Allen says the rule had served the structure, governance, and editorial independence of the company well but has put a damper on the ability to raise capital, especially at a time when organisational change and strategic development are key drivers of the company’s future.
During the question and answer session and before the vote, concerns came from some shareholders that raising the limit on shareholding may open the entity to foreign or big-interest ownership.
In addition, there was concern that the ability to own shares would not be restricted to Jamaicans and persons in the diaspora.
RJRGLEANER Chairman Joseph M. Matalon sought to allay those fears, saying there were adequate protection provisions in the company’s articles of association.
The third special resolution will allow the RJRGLEANER Group to hold hybrid meetings using a mix of virtual and in-person attendance.
When the matters were put to a vote, the resolutions were passed with a nearly 100 per cent in favour 0f all three. The company will have to await regulatory approval for the change to share ownership limits before it proceeds.
Chief Financial Officer Andrea Messam told shareholders that after increased revenue and rigorous cost-containment efforts, the RJRGLEANER Group ended its financial year in March with net profit $37.559 million. After adjustments and reclassifications, the company ended the year in negative territory with a comprehensive loss of $7.169 million. Earnings per share stood at two cents.
Messam also gave an account of a tough first quarter, saying that the onset of the COVID-19 pandemic brought massive cancellations in advertising placement and a loss of revenue. In light of that, a number of cost-cutting measures were implemented, leaving the group with a first-quarter profit of just under $2 million.