By Andrew Green, Staff Reporter
Crane unloads container from vessel at Kingston Wharves. - Contributed
CERTAIN INVESTORS seem to have acted together in an attempt to gain control of the company, states Kingston Wharves chairman A. Rafael Diaz.
The company has decided to call on the Financial Services Commission with regards to the issue, Mr. Diaz stated. His statement was included in the company's report of its financial results for the three months ended September 30, issued last week.
"A group of investors has acted in concert to gain control of the company," Mr. Diaz stated. The appearance of collusion is based on "the recent large increases in shareholdings by certain existing shareholders, together with their connections to purchasers of the Lascelles shares."
Two major shareholders disposed of their holdings during the quarter. They are Furness Withy & Co. Ltd. which sold its 11.76 per cent stake and Lascelles deMercado & Co. Ltd., which sold its 18.77 per cent holding.
Lascelles deMercado sold its block of more than 200 million shares to a group of shipping and pension fund managers during September. Kingston Wharves has 1.07 billion shares listed on the exchange.
The shares were sold to Transocean Shipping, the Jamaica Producers Group Pension Fund, Kingston Port Workers Superannuation Fund, Shipping Association of Jamaica, Lanaman & Morris, Jamaica Freight & Shipping Pension Fund, and Maritime & Transport Services.
Jamaica Stock Exchange rules governing take-overs and mergers provide for persons acting in concert who acquire 50 per cent or more of the voting rights of a company or control of the company to make a mandatory offer to all shareholders.
William McConnell a director of Lascelles, resigned from the Kingston Wharves board in September, Mr. Diaz stated. Peter Bitter, a senior executive of Lascelles was requested to continue as an independent director while John Allgrove and Anthony Chang were appointed to the board in September as independent directors. St. Clair Shirley was also appointed as an independent director at the October board meeting.
"The board has decided to notify the Financial Services Commission of these facts of which the board is aware, in order to protect the rights of the minority shareholders," Mr. Diaz stated.
This explicit statement in the quarterly report represents a firming of the public stance being taken by Kingston Wharves. A more generalised concern had been expressed last month when the issue of a possible takeover attempt was made
public.
The Financial Services Commission is the state agency tasked with maintaining the smooth functioning of the country's financial sector.
Started in 1945, Kingston Wharves is a public wharf company operating in the Port of Kingston. It is responsible for receiving, storing and delivering
containers, bulk, break-bulk, liquid, and motor vehicles carried by vessels, which dock at berths one to seven of the port of Kingston.
It forms part of a group which includes Harbour Cold Stores and Security Administrators Limited.
The third quarter report stated that group profit attributable to stockholders amounted to $26.77 million, compared with $28.91 Million for the third quarter 2001. For the nine-month period ending 2002 September 30, profit attributable to stockholders was $81.05 Million compared to $96.75 Million for the similar nine months period 2001.
Problems with the group started last year after it was unsuccessful in renewing the contract to operate the Kingston Container Terminal on contract from the Jamaican Government. When the contract expired on October 31 last year the company lost its hold over the port of Kingston and now handles only a portion of the trade.
Its lease on berths eight and nine was also terminated. The port area has a total of fifteen berths.
To recover from this setback Kingston Wharves has sought to boost its efficiency. Its stevedoring services are being rationalised, its berths dredged to accommodate larger vessels and new equipment installed to boost productivity.
The Kingston Wharves performance points to "solid and pre-planned recovery in profitability," Mr. Diaz stated.
