A total of 306,555,644 shares of Sagicor Financial Corporation (SFC) were de-listed from the Trinidad and Tobago Stock Exchange yesterday.
The shares were de-listed in pursuant of an Order of the Securities and Exchange Commission dated March 26 under Section 45 (1) of the Securities Act Chapter 83:02.
Sagicor and Alignvest Acquisition II Corporation in December 2019 announced that they had completed the business combination transaction involving the transfer of all issued and outstanding shares in SFC to Alignvest in exchange for SFC shareholders receiving cash of Alignvest shares.
As a result SFC shares were suspended from being traded on the Trinidad and Tobago Stock Exchange on November 29, 2019.
SFC informed its shareholders in Trinidad and Tobago, on December 5, 2019, that all of its issued and outstanding shares were transferred to Alignvest pursuant to a Court approved Scheme of Arrangement.
By transfer, Alignvest became the sole shareholder of all the issued and outstanding shares of SFC which shares would now be traded exclusively on the Toronto Stock Exchange.
The TTSE submitted an application to the Commission in April 2020, together with the prescribed fees, requesting the approval of the de-listing of the SFC shares from its Official List.
Section 45(1) of the Securities Act (“SA”) prescribes that “No securities exchange shall de-list a security admitted for quotation by it unless it pays the prescribed fees and obtains an order from the Commission authorising the de-listing and imposing, for the protection of investors, such conditions as the Commission thinks fit.
The TTSE has submitted the prescribed fees and proffered the following reasons in support of its application:
a. SFC no longer satisfies the public distribution requirements of the TTSE;
b. Consideration cheques were mailed to shareholders in exchange for their shares for those shareholders who chose to surrender their shares pursuant to the Court approved Scheme of Arrangement;
c. Shareholders who chose to retain their shareholding were issued new statements of ownership on January 14, 2020; and
d. Trading of shares on the Toronto Stock Exchange by local shareholders can be done through an international broker.