RBC Trust to become largest shareholder in MPC Caribbean Clean Energy in debt-to-equity swap

Financial institution, RBC Trust (Trinidad & Tobago) Limited is set to emerge as one of the largest shareholders of MPC Caribbean Clean Energy Limited (MPC) after the Barbados-based renewable energy investment company agreed to convert a US$10 million promissory note into equity, a transaction that will reshape the ownership structure of a company listed on both the Jamaica and Trinidad and Tobago stock exchanges.

The board of directors approved the deal on February 12, under which the US$10 million Convertible Promissory Note held by RBC Trust will automatically convert into 10 million new Class B shares, subject to regulatory approval. The conversion would lift the total issued and outstanding Class B share capital from 26.94 million units to 36.94 million units leaving RBC Trust holding approximately 27 per cent of the company’s outstanding shares – a stake that would rank it among MPC’s most significant investors.

“The company intends to apply to list the New Shares on the Trinidad and Tobago Stock Exchange and the Jamaica Stock Exchange,” the company said in a notice of material change signed by Director José Fernando Zuñiga Galindo and filed with both exchanges on February 16, 2026.

The transaction marks a significant shift in MPC’s ownership profile. The company’s largest shareholders are Teachers Credit Union with some 20.2 per cent of shares, MPC Capital AG, the German asset manager that backs the fund, which holds 19.6 per cent, Sagicor Pooled Equity which holds some 15.5 per cent, along with other investment pools. Should the RBC conversion proceed as planned, RBC Trust would overtake these shareholders to become the single largest Class B shareholder.

MPC owns renewable energy assets in the Dominican Republic, Costa Rica and El Salvador, following its exit from the Jamaican market in April 2025 with the sale of its stake in Paradise Park – the island’s largest solar farm – to InterEnergy Group. The company’s portfolio includes the Monte Plata solar facility in the Dominican Republic, the Tilawind wind farm in Costa Rica, and the San Isidro project in El Salvador, with a combined capacity that generated just under 34 gigawatt-hours of electricity in the December 2025 quarter, avoiding more than 12,000 tonnes of carbon emissions.

For the quarter ended December 2025 – the company’s fourth quarter – MPC recorded a comprehensive loss before tax of US$348,000, a marked improvement from the US$1.4 million loss posted in the same period a year earlier. Operational performance was mixed: the San Isidro project delivered strong availability and efficient operations, while the Tilawind facility was hampered by weaker wind conditions and technical issues, and Monte Plata faced grid limitations and repowering activities that curtailed output.

The RBC conversion, if approved by regulators, would bring a prominent Caribbean financial institution directly into the company’s shareholder base, potentially supporting liquidity and investor visibility for a stock that trades thinly on both exchanges. Royal Bank of Canada and its subsidiaries operate under the master brand name RBC. It operates in over 27 countries including Trinidad.

steven.jackson@gleanerjm.com