Scotia Group moves to delist from JSE to go private, shareholders to vote | Business

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Scotia Group Jamaica Limited (SGJL) on Friday announced that it is moving to become a private company and delist from the Jamaica Stock Exchange, noting that the transaction, if completed, will have no material impact on its current operations.

Scotia Group said it has entered into a definitive arrangement agreement with its majority shareholder, Scotiabank Caribbean Holdings Limited (SCHL), to take SGJL private.

Under the proposed transaction, all of the issued and outstanding shares of SGJL that SCHL does not currently own will be repurchased at a price of J$61.50 in cash per share, subject to court approval, the approval of SGJL’s minority shareholders, and other customary closing conditions.

SCHL currently owns 71.78 per cent of the issued and outstanding shares of SGJL.

Scotia Group said the move to take the company private is based on the unanimous recommendation of a committee of independent directors of the SGJL board.

According to the company, the purchase price of J$61.50 per share represents a premium of approximately 13 per cent to the 30-day volume-weighted average trading price of SGJL shares on the Jamaica Stock Exchange as of June 11, 2026, the last trading day prior to the announcement of the transaction.

Scotia Group said that as part of the process, the Independent Committee engaged Ernst & Young Services Limited as its independent financial adviser to provide a valuation of the fair market value of SGJL shares and a fairness opinion. 

According to Scotia, the opinion concluded that, as of its date and subject to its stated assumptions, limitations and qualifications, the consideration to be received by SGJL’s minority shareholders is fair from a financial point of view.

Scotia Group said the privatisation transaction is aimed at enhancing capital and operational efficiency, as well as Scotiabank’s agility in responding to market opportunities.

The company said that if the transaction is completed, there will be no material impact on its current operations.

Scotia Group said it expects to hold court-ordered meetings of shareholders in the coming months to consider and vote on the transaction.

If approved at those meetings, the transaction is expected to close in the fourth quarter of 2026, subject to court approval and other customary closing conditions.

Commenting on the transaction, Francisco Aristeguieta, Group Head International and Global Transaction Banking at Scotiabank, stated, “With a legacy of nearly 137 years in Jamaica, this transaction reflects our ongoing commitment to our operations in the country. We are proud to deepen our investment and reinforce our support for the continued advancement and development of the Jamaican economy.”

Jabar Singh, Scotiabank’s President, Dominican Republic and the Caribbean, added: “Jamaica and the Caribbean remain central to Scotiabank’s global strategy, and this transaction reflects both our confidence in the strength of this business and our commitment to its continued expansion and success.”

Audrey Tugwell Henry, President & CEO of SGJL, commented, “This transaction is intended to enable us to focus more sharply on long‑term value creation and core business growth. We remain fully committed to supporting our clients, communities, and the country’s national development agenda.” 

In Jamaica, The Bank of Nova Scotia has been operating since 1889, with approximately 1,800 employees and 28 branches. 

As of October 31, 2025, SGJL had $774 billion in assets. 

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