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Alignvest, Sagicor finalise acquisition; lists on the Toronto Stock Exchange

Alignvest Acquisition II Corporation (Alignvest) and Sagicor Financial Corporation Limited (Sagicor) have completed the transactions relating to a takeover announced last year.

Alignvest bought all Sagicor’s shares US$536 million.

In November 2018 Canadian company Alignvest II Corporation announced that it had entered into an agreement to purchase all Sagicor shares for US$536 million, with a value of US$1.75 per common share. At the time the company said it would delist Sagicor’s shares from the Barbados, London, and Trinidad and Tobago stock exchanges subsequent to receiving regulatory approvals, before listing on the Toronto Stock Exchange.

By completing the transaction, Sagicor has transferred all its issued and outstanding shares to Alignvest Acquisition, with its shareholders receiving cash or stocks in exchange. Sagicor will itself retain US$440 million in cash, which it will use for “growth and capital optimisation purposes”.

Alignvest will delist Sagicor from the Trinidad and Tobago, Barbados and London stock exchanges.

“The completion of this transaction represents a transformative milestone in our history. We are excited and prepared to have global exposure with our listing on the Toronto Stock Exchange,” president and CEO of Sagicor Financial Company Limited Dodridge Miller stated in a release.

“We are pleased to welcome our new shareholders and look forward to their ongoing support. Sagicor’s brand remains strong and we will continue to deliver on the promise of Wise Financial Thinking for Life to all our clients,” he added.

President and CEO of Sagicor Financial Company Limited Dodridge Miller (Photo: Sagicor)

The new way forward

Sagicor’s registered office will remain in Bermuda and the head office will continue to operate from Barbados.

In Canada, Alignvest’s common shares trading under the symbols “AQY.A” and “AQY.WT” began trading as “SFC” and “SFC.W” on the Toronto Stock Exchange effective December 9, 2019.

“Sagicor has been a true industry leader in primary markets in which it operates.”

– Alignvest II Acquisition Chairman Timothy Hodgson

In a notice on its website, the Toronto Stock Exchange duly informed traders, investors and the Canadian public, on December 5, 2019, of the change to the over 147.8 million Alignvest shares and approximately 34.8 million warrants.

“Pursuant to the arrangement: (i) each Alignvest Class A share will, unless previously redeemed, be automatically converted into one Sagicor Share; and (ii) each Alignvest warrant will be converted into one Sagicor Warrant,” a clause in the notice read.

For Sagicor shareholders who chose to redeem their stocks for cash, they will receive payment via mail. However, shareholders who agreed to receive shares in exchange will also receive a direct registration system statement from Toronto Stock Exchange.

Commenting on the closure of the transaction, Alignvest II Acquisition Chairman Timothy Hodgson said, “Sagicor has been a true industry leader in primary markets in which it operates.”

“We’re looking forward to working with the incredible talent at Sagicor to continue to create value for shareholders,” he continued.