Radio Jamaica acquiring 1834 Investments
The boards of 1834 Investments Limited and Radio Jamaica Limited are announcing that they have entered into a Scheme Implementation Agreement which will lead to the amalgamation of both companies.
The amalgamation will be done by way of a Court-approved Scheme of Arrangement.
This will see Radio Jamaica acquiring all of the shares of 1834 Investments in exchange for shares in Radio Jamaica or cash consideration, subject to the approval of the shareholders in 1834 Investments and the sanction of the Supreme Court.
According to the boards, a number of significant shareholders in 1834 Investments have indicated their support for the amalgamation.
Under the proposed transaction mechanism, each shareholder in 1834 Investments may elect to receive: a) 0.403125 shares in Radio Jamaica per 1834 Investments share; or b) a cash payment of J$1.29 per 1834 Investments share; or c) a combination of shares in Radio Jamaica and cash.
For example, where an 1834 Investments shareholder holds 100 shares in 1834 investments, they may elect to receive: a) 41 shares in Radio Jamaica (rounding up from 40.3125); b) J$129.00; or c) a combination of shares in Radio Jamaica and cash.
1834 Investments would, in the process, be amalgamated into Radio Jamaica, which is the parent company of the RJRGLEANER Communications Group, and be dissolved.
“We have taken independent professional advice and we have examined other options including loan financing and public offerings. RJL is satisfied that this transaction is in our best business interest at this time and the exchange of approximately two and a half 1834 shares for one Radio Jamaica share is an equitable reflection of the relative asset values of the companies,” commented Gary Allen, Managing Director of Radio Jamaica.
“Combining 1834 and RJL will give RJL a new revenue stream with cost and operational synergies, rather than running both companies as separate legal entities which brings two sets of costs. RJL will, after the amalgamation, own the building at 7 North Street which houses its print operations among others and RJL will be better able to use the building without regard for separate boundaries, services and facilities which now characterise the independent relationship between both companies,” he continued.
The financial resources accessed in 1834 Investments will also help Radio Jamaica Limited to accelerate and operationalise several of its strategic projects and activities for the wider RJRGLEANER Communications Group, Allen noted.
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