At new price of J$75 selling shareholders getting a 38% premium 

Durrant Pate/Contributor

Scotia Group Jamaica Limited has just announced that it is upping the ante on its share buy-back plan, as the Canadian-headquartered banking group goes private.

It has been announced that under its proposed scheme, Scotia is increasing from JMD$61.50 per share to JMD$75.00 per share. This follows receipt of an improved proposal from its majority shareholder, Scotiabank Caribbean Holdings Limited (SCHL) to increase the purchase price under the previously announced privatisation transaction from $61.50 to $75.00 per share.

As such, Scotia Group Jamaica and SCHL have amended the arrangement agreement dated June 11, 2026, to reflect the increased purchase price under the transaction. The terms and conditions of the arrangement agreement otherwise remain unchanged. 

Offer price reflects 38% premium

The increased purchase price of $75.00 per share represents a premium of approximately 38% to the 30-trading-day volume-weighted average trading price of the Scotia Group Jamaica shares on the  Jamaica Stock Exchange (JSE) on June 11, 2026, the last trading day prior to the announcement of the transaction, and a premium of approximately 27% to the closing price of the shares on the JSE on September 28, 2026, the last trading day prior to the announcement of the increased purchase price. 

The offer was increased due to Scotia Group Jamaica’s significant second- and third-quarter results. SCHL agreed that an increase to the purchase price in their proposal was warranted in order to provide shareholders with additional value and facilitate the successful completion of the transaction. 

The amendment to the arrangement agreement will not impact the timing of the meetings of Scotia Group Jamaica shareholders to approve the transaction. Shareholders will continue to have the option to receive payment in either Jamaican dollars or United States dollars, based on the weighted average selling rate for United States dollars published by the Bank of Jamaica three days before the settlement date. 

Commenting on the revised offer price, Scotiabank President for the Dominican Republic and the Caribbean, Jabar Singh says, “The improved offer represents a significant increase in value for minority shareholders. At $75.00 per share, we are providing an attractive premium and a compelling opportunity for shareholders to realise immediate and certain value for their investment. Our decision to deepen our investment underscores our confidence in Scotia Group Jamaica and our commitment to our employees and clients.” 

For her part, Audrey Tugwell Henry, President and CEO of Scotia Group Jamaica, comments, “Scotia Group Jamaica has delivered strong year-to-date performance, reflecting the resilience of our business, the dedication of our employees and the trust of our clients. The improved offer recognises performance and the positive movement in our share price, while providing minority shareholders with an opportunity to realise immediate value at a substantial premium. We believe the revised offer will be received positively by the market.” 

Vote on the offer

Some large institutional shareholders entered into voting support arrangements in favour of the transaction at the increased price. These shareholders collectively hold 21.12% of the minority shareholding in Scotia Group Jamaica. 

 The amendment to the arrangement agreement will not impact the timing of the meetings of Scotia Group Jamaica shareholders to approve the transaction. The meeting of minority Scotia Group Jamaica shareholders is scheduled to be held at 11:00 a.m. on October 7, 2026 at the AC Marriott.

If approved at the meetings, the transaction is expected to close in the fourth calendar quarter of 2026, subject to court approval and other customary closing conditions. Scotia Group Jamaica shareholders who have already submitted their proxies and wish to change their vote may do so by submitting a new proxy in accordance with the instructions in the Scheme Booklet dated July  21, 2026 prior to the deadline of 11:00 a.m. on October 5, 2026, and their new vote will supersede and replace any previously submitted vote.

Shareholders who do not wish to change their proxies do not need to take any further action. Attending the meeting of minority Scotia Group Jamaica shareholders in person will automatically revoke a previously submitted proxy.