Simply Secure Launches Takeover Bid for tTech Limited

• Simply Secure Limited, an international business company which offers services that are similar to those provided by tTech, launched a takeover bid for the remaining 30.92 percent of tTech Limited. The offer is valued at $79.10Mn (US$459,912.27) based on the $2.20 takeover price offered to the remaining shareholders, a premium of 10.0% over the last trading price on December 18, 2024.
• Simply Secure had previously acquired 73,229,223 ordinary shares of tTech on July 11 and November 15 at $2.20 from tTech directors Edward “Teddy” Alexander, Enqueue Inc, a St Lucian IBC holding company owned by Norman Abraham Chen, and Auctus Holdings Inc, a St Lucian IBC holding company owned by Gordon Christopher Reckord for a total $160.37Mn( roughly US$1.02Mn).
• The initial purchase brought Simply Secure’s total ownership to 69.08 percent and triggered the mandatory takeover bid required under the Jamaica Stock Exchange (JSE) rules and Jamaican Securities Act.
• However, it is likely that after the takeover bid is completed tTech could be in breach of the JSE rules as it relates to ownership limits. The JSE rules require that at least 100 shareholders own 20 percent of the company and that no shareholder own more than 80 percent of a listed company.
• In such a scenario, the JSE can delist the company. If this materializes, it is likely that tTech would be liable to pay Tax Administration Jamaica for the tax remission tTech would have enjoyed so far by being listed on the Junior Market. Between 2016 – 2023, tTech enjoyed a total of $40.26 million in tax remissions by being listed on the Junior Market.

(Sources: JSE & tTech Limited)