NCB Financial Group (NCBFG) announced on Monday that the share purchase agreement for the sale of its 100 per cent stake in NCB (Cayman) has beeen terminated.
In a notice that was published on the Jamaica Stock Exchange on Monday, NCBFG pointed out that the agreement to sell the Cayman financial services operation was executed on February 2, 2024, between the group’s Jamaican banking subsidiary National Commercial Bank Jamaica (NCBJ) and Berkeley Financial Holdings, a privately held company based in London, United Kingdom,
“The termination of the agreement between NCBJ and Berkeley arises from the agreement not reaching completion within the agreed time and in the specific manner contemplated by them. The intention is therefore to explore alternatives at this juncture,” said NCBFG in its notice.
NCB Cayman remains a wholly-owned subsidiary of NCBFG domiciled in the Cayman Islands, which currently operates under a Category “A” banking licence, the financial holding company said, adding that the Cayman operation offers an array of investment banking, wealth and asset management services and intends to maintain its focus on providing enhanced value to its customers.
Responding to questions from Guardian Media yesterday, NCBJ said it entered the agreement with Berkeley Financial to sell the Cayman entity “as part of its strategic focus on optimising capital allocation, generating financial inflows, and prioritising growth in its core business areas. The sale was intended to boost the group’s ability to allocate resources efficiently, while maintaining its dedication to delivering value across its operations.”
NCBJ said the non-completion of the agreement does not have any material impact on NCBFG’s balance sheet.
“While the sale presented a strategic opportunity, the group maintains strong financial stability and continues to deliver value through its diverse operations, including NCB (Cayman),” said NCBJ.
Also responding to questions from Guardian Media, Berkeley Financial said it holds NCB (Cayman) in high regard and saw great potential in acquiring it due to its robust portfolio of financial services.
The London-headquartered financial services company said its interest was driven by the alignment of NCB (Cayman)’s offerings with its strategic goals of expanding our market share in the Caribbean area.
Referring to the language in the NCBFG news release that the agreement was not completed “in the specific manner contemplated” by Berkeley Financial, the UK firm said that that refers “to the mutually agreed conditions and processes required to complete the transaction within the set timelines. These terms are standard in such negotiations to ensure that both parties’ expectations and regulatory requirements are met adequately.”
Berkeley Financial added, “Unfortunately, despite the potential mutual benefits, the deal could not be completed as planned. There was no disparity in valuation or a lack of interest, but rather administrative and other unforeseen issues that prevented the transaction from concluding within the agreed-upon timeframe and specific conditions.”
NCBFG is chaired by Jamaican/Canadian billionaire, Michael Lee-Chin.