PanJam-JP merger gets nod from shareholders

Shareholders in PanJam Investments and Jamaica Producers Group (JP) voted in favour of a series of resolutions that will pave the way for the conglomerates to merge their operations in three months.

Shareholders of the two companies met separately on Thursday.

“The vote was the easy part. The real work is to extract the maximum benefit of the amalgamation to the greater benefit of Pan Jamaica Group,” said JP CEO Jeffrey Hall sai in a Gleaner interview following the JP meeting at the ROK Hotel in downtown Kingston on Thursday.

PanJam is a real estate and investment company, while JP is a food and logistics group with operations around the world. Its largest subsidiary is port operator Kingston Wharves Limited.

Shareholders at the JP meeting approved by majority, with one dissenting voice, Edward Isaacs.

Similarly, there was one dissenting voice at the PanJam meeting, Orette Staple. That meeting took place uptown at the Courtyard by Marriott hotel.

PanJam has ownership in both hotels.

“This enterprise, collectively, will be the largest landowner, including Kingston Wharves, in the capital city of Jamaica. We think of ourselves as already diversified, and we see an opportunity for the businesses of the combined enterprise to also be geographically diversified,” Hall said.

The merger will see PanJam Investments Limited being renamed Pan Jamaica Group. The name change was approved at the meeting on Thursday.

Jamaica Producers will continue to operate independently but as an investment holding company for its 34.5 per cent holding in the merged group.

Both companies will remain listed on the Jamaica Stock Exchange.

The amalgamation should occur by March 2023, by which time, newly created Pan Jamaica shares will be issued to JP, said PanJam CEO Joanna Banks.

“This is a strategic combination of two great companies,” said Banks. “We will have line of sight into investments that neither company would have been able to [execute]. It will give us a stronger financial profile to lower our cost of capital to allow us to finance deals if and when we decide to do so,” she said.

The merged entity will create a group worth more than $110 billion in assets, about half of which is in the form of cash and investments. The new Pan Jamaica Group will be chaired by Stephen Facey. Hall will become vice-chairman and CEO, while Banks will hold the title of president.

The next step in the process is to transfer JP’s operational assets into JP Global Holdings, a new company created to facilitate the merger.

In the first quarter of 2023, JP Global will be transferred to PanJam, while PanJam will issue shares to Jamaica Producers Group equivalent to 34.5 per cent interest in Pan Jamaica Group.

– Neville Graham and Steven Jackson