8 Jun 2017 15:38
This announcement contains inside information
CARIBBEAN INVESTMENT HOLDINGS LIMITED ANNOUNCES ASSIGNMENT OF AWARD AND JUDGMENTS AND DIVIDEND OF SHARES IN NEW COMPANY
Belize City, Belize, June 8, 2017 -- Caribbean Investment Holdings Limited (London - AIM: CIHL; Bermuda - CIHL)
Announcement of dividend
CIHL today announces that it will be paying a dividend (the "Dividend"). The Dividend will be paid as a dividend in specie, with CIHL shareholders receiving one class A share with a par value of US$0.001 in Midway Investments Ltd. ("Midway") for every CIHL share held by CIHL shareholders. More information on the Dividend will be set out in a circular expected to be posted to CIHL shareholders on or around 9 June 2017 (the "Circular"), which will also be available to view in due course on the Company's website at http://www.cihltd.co.
The Board of CIHL has determined that qualifying CIHL shareholders will be those shareholders on the Company's register of members at 5.00 p.m. on 16 June 2017 (London time) and to whom the distribution (including onward distribution to beneficial owners (if any)), or communication of details of the Dividend, would not be in breach of law or regulation.
Dividend timetable
It is anticipated that the Dividend will be paid according to the following timetable:
· 5.00 pm (London) 15 June 2017 - CIHL shares become ex-dividend
· 5.00 pm (London) 16 June 2017 - record date for the Dividend
· 19 June 2017 - Dividend payment date
· On or around 19 June 2017 - Midway share certificates posted to eligible CIHL shareholders
Information on Midway
Midway is a private company incorporated in Turks and Caicos, and its sole asset is the Award (as defined below) and the judgments recognizing the Award (the "Judgments"). Midway has been assigned the Award and Judgments as the Company has determined that the assignment is the most prudent method of retaining value in the Award and Judgments for CIHL shareholders. CIHL shareholders should be aware that there can be no guarantee that Midway will be successful in monetizing the Award and the Judgments.
Background
In July 2014 Caribbean Investment Holdings Limited and The Belize Bank Limited ("BBL") commenced proceedings in Washington, D.C. to enforce a London Court of International Arbitration ("LCIA") award of damages against the Government of Belize ("GOB") for the breach by GOB of a settlement deed entered into in March 2005 (as amended in June 2006) (the "Award"). The settlement deed resolved a dispute over the purchase and sale of shares in a Belizean company, and in consideration for the termination of a pending arbitration, GOB had promised, among other things, that CIHL would receive certain tax treatment in Belize and that CIHL would be indemnified for any breach of the GOB's warranties.
The U.S. District Court enforced the Award in favor of CIHL and BBL and rejected all of GOB's challenges to the Award and issued a judgment on July 1, 2015 (the "DC Judgment"). GOB appealed that decision to the U.S. Court of Appeals for the D. C. Circuit. In a decision dated May 13, 2016, the D.C. Circuit affirmed the District Court decision enforcing the Award and the DC judgment in favor of CIHL and BBL and rejected all of GOB's arguments on appeal. GOB then sought review by the United States Supreme Court. On July 21, 2016, CIHL and BBL had registered the DC Judgment in the United States District Court for the Southern District of New York and obtained a judgment of the United Stated District Court for the Southern District of New York dated July 21, 2016 (the "NY Judgment").
As previously announced, on January 9, 2017 the U.S. Supreme Court denied GOB's petition for certiorari, rendering the DC Judgment final and not subject to further judicial review. This decision cleared the way for CIHL and BBL to collect on the DC Judgment worth approximately US$27.5 million.
On January 28, 2017 GOB enacted legislation designed to criminalize the pursuit of legal action in foreign courts to enforce certain foreign judgments against GOB. The Government also obtained an interim injunction against CIHL and BBL preventing them from enforcing the Award and Judgments. This interim injunction was overturned on 31 May 2017. Further details of this legislation and the interim injunction will be set out in the Circular.
As a result of these actions by GOB, in January and March 2017 BBL waived and relinquished its rights under the Award and Judgments, leaving CIHL with the sole rights to the Award and Judgments. Also as a consequence of this legislation and subsequent proceedings in the Belize Courts (as described in more detail in the Circular), the Board of Directors of CIHL approved the assignment of the Award and Judgments, and the Dividend.
CIHL shareholders based in certain jurisdictions will not for legal and regulatory reasons be eligible for the Dividend.
For further information contact:
Caribbean Investment Holdings Limited
UK +44 (0)207 248 6700
Belize +501 227 7178
Cenkos Securities plc
Nicholas Wells +44 (0)20 739 8920
Note: This and other press releases are available at the Company's web site: http://www.cihltd.co.
Background Information
Caribbean Investment Holdings Limited is a parent holding company with no independent business operations or assets other than its investments in its subsidiaries, intercompany balances and holdings of cash and cash equivalents. CIHL's businesses are conducted through its subsidiaries. The Belize Bank Limited is incorporated and based in Belize and focuses on the provision of financial services and lending to domestic clients. Belize Bank International Limited is incorporated and based in Belize and focuses on the provision of financial services and lending to international clients. CIHL also owns an international corporate services business based in Belize, which operates as Belize Corporate Services Limited. Within Belize, BBL is the largest, full service commercial and retail banking operation with a head office in Belize City and eleven branches extended into each of the six districts of Belize. The principal operations of BBL are commercial lending, consumer lending, deposit taking and related banking activities.