Shareholders of Lascelles deMercado and Company (LdeM) will vote in two weeks on plans to strip the spirits and distribution businesses from the group ahead of the formal takeover offer from Gruppo Campari.
The Italian company already has a deal with CL Financial to acquire its 81.4 per cent holdings in Lascelles.
Lascelles plans to form a new company (Newco) into which it will transfer all the conglo-merate's non-spirits businesses.
If they agree, Lascelles will allot shares in the company to existing LdeM shareholders on November 20. It will swap each Lascelles share for one of the new company's share. The Lascelles stock last traded at J$387 per share.
The businesses to be transferred to the new company are: Globe Insurance Company and subsidiary GWI Limited; John Crook Limited and its subsidiaries; Turks Island Importers Limited and subsidiary TIMCO Limited; AJAS Limited; Transportation Agencies Limited; and Henriques Brothers Limited and its subsidiaries Kingston Industrial Garage Limited, Cars and Commercials Limited and Sterling Motors Limited.
Lascelles has already signed an agreement for the sale of Globe to Guardian Holdings Limited.
The Lascelles extraordinary general meeting, set for November 13, follows an announcement by Campari on October 18 that it successfully floated a US$400-million seven-year bond to finance its US$414.75-million offer for Lascelles spirits and merchandising operations.
Campari hopes to close the deal by yearend and will be making an offer to other shareholders ahead of that date for 100 per cent of the Lascelles shares, inclusive of the 96 million ordinary shares and two blocks of preference shares.
At its current J$387 trading price (US$4.25), the Lascelles stock is trading just cents below Campari's US$4.32 per ordinary share offer.