Durrant Pate/Contributor

Mayberry Investments Limited, the holding company for the Mayberry Group of companies, announces its intention to undertake a strategic reorganisation to facilitate greater regulatory transparency and corporate agility with the ultimate aim of enhancing shareholder value.

Under the reorganization, which will be undertaken pursuant to a Court-approved Scheme of Arrangement, a new parent company, Mayberry Group Limited will be established in Saint Lucia. Mayberry Group Limited will in turn establish a new financial holding company in Jamaica (Mayberry Holdings Limited).

At present Mayberry Investments comprise two direct subsidiaries, Mayberry Jamaica Equities Limited (MJE), which is a 50 per cent subsidiary and Widebase Limited (100 per cent subsidiary). It is currently the principal operating company in the Mayberry Group and is also parent company of MJE and Widebase.

With the proposed reorganization, MJE and Widebase will become direct subsidiaries of Mayberry Group, while MJE will continue to be listed on the JSE. Mayberry Investments will become a wholly-owned subsidiary of Mayberry Holdings Limited.

‘Proposed reorganisation is conditional’

As such, stockholders in Mayberry Investments will become direct stockholders in Mayberry Group Limited, the ultimate parent company. The reorganisation is conditional upon the Scheme of Arrangement being approved by the Jamaican Supreme Court and the Jamaica Stock Exchange (JSE) approving Mayberry Group Limited, the new parent company, for listing on the main market of the JSE, in place of Mayberry Investments.

In a news release, Mayberry sought to explain the reasons for the reorganisation at the present time noting that two international business companies (IBCs), namely MJE and Widebase are consolidated into Mayberry Investments.

”This is not the preferred regulatory structure for regulators as they regard IBCs as opaque entities which impede regulatory oversight and transparency. Under the reorganisation, Mayberry Investments, will become a “standalone” entity with no consolidated subsidiaries,” the statement explained.

The reorganisation will put the Mayberry group of companies in a strategic position to pursue inorganic growth opportunities with greater agility and confidence.

The company indicated that, “in the financial regulatory sector, the group would use Mayberry Holdings Limited, as the financial regulatory holding company and for opportunities in the unregulated or ‘real’ sector, it would use Mayberry Group Limited, the ultimate parent company.”

Move consistent with international best practice

Mayberry executive chairman Christopher Berry commented that, “the re-organisation will create a corporate platform which is not only consistent with international best practice in the financial regulated sector but will also establish a corporate framework which will ultimately enhance shareholder value. The group will now be able to pursue with greater confidence and agility opportunities for inorganic growth both in the regulated and unregulated sectors.”

As a result of the reorganisation, no value will leave the shareholder pool and the expectation is that Mayberry’s regulatory compliance costs will be reduced materially as Mayberry Investments, the regulated entity, will become a standalone company with no consolidated subsidiaries.