LIME has advised that Mr. Christopher Dehring has resigned as a Director and Chairman from the Cable & Wireless Jamaica Limited Board effective 30 September 2015. Cable & Wireless Jamaica Limited further advises that Mr. Mark Kerr-Jarret will be appointed as the next chairman.

Radio Jamaica Limited wishes to use this medium to provide an update to all its shareholders, whether in attendance or unavoidably absent from our Annual General Meeting on Tuesday September 15, 2015, on the recently announced proposed amalgamation with the media business of the Gleaner Company.

You are aware that the Boards of Radio Jamaica and Gleaner Company authorised the signing of an agreement for the proposed amalgamation of the media business currently operated by the Gleaner Company with the existing media business of Radio Jamaica, by way of a court approved scheme. The amalgamation is conditional on the securing of approvals where required from regulators, your approval as shareholders, and that of the Gleaner Company shareholders, and the sanction of the Court.

The proposed scheme of arrangement for amalgamation is based on parity of values of Radio Jamaica and the media business (including cash and cash equivalents) of The Gleaner Company, pursuant to a valuation carried out on each, by a qualified valuer. The valuation was done for these purposes and the scheme will involve the transfer of the issued shares of The Gleaner Company (Media) Limited (the entity to which the media business of The Gleaner Company will be hived off) to Radio Jamaica, in exchange for the allotment to the shareholders of The Gleaner Company of an equal number of Radio Jamaica shares to those held by Radio Jamaica shareholders at the time of the allotment. The scheme involves an increase in the number of Radio Jamaica shares to the same number of shares in The Gleaner Company. Radio Jamaica will then increase its shares by the number of Radio Jamaica shares then existing and these shares will be allotted directly to The Gleaner Company shareholders in exchange for the shares in The Gleaner Company (Media) Limited on the sanction of the scheme by the Court.

The Company has been in communication with The Jamaica Stock Exchange, The Financial Services Commission, The Broadcasting Commission and The Fair Trading Commission and the current position is as follows:

The Jamaica Stock Exchange has reviewed the proposed amalgamation and acknowledged that the proposed amalgamation does not require a take over offer to be made pursuant to the Jamaica Stock Exchange Rules. The Financial Services Commission has also been provided with the documents relating to the proposed amalgamation.

The Broadcasting Commission has been provided with a copy of the signed agreement for review. We understand that on September 29, 2015 there will be a meeting of the Commission to consider the matter of the proposed amalgamation.

The Fair Trading Commission has been provided with a copy of the signed agreement and the Company awaits their advice with respect to any authorisation which they may consider to be required.

As soon as the Company receives the appropriate responses from these agencies an application will be made to the Court to set a date and time for the

Extraordinary General Meetings of both The Gleaner Company and Radio Jamaica. The approval of the shareholders of both Radio Jamaica and the Gleaner

Company at extraordinary general meetings of these companies to be convened by the order of the Court, is required in order for the proposed scheme to be implemented. At these separately held meetings the shareholders of each of The Gleaner Company and Radio Jamaica will be asked to consider, and if thought fit, approve the scheme of arrangement for amalgamation.

Once the Court has set the date for the holding of the Extraordinary General Meetings each of the Companies will provide full details of the proposed amalgamation to all of our respective shareholders, by way of the Explanatory Statement required under the Companies Act which will include Fairness Opinions and Valuation Reports, financial information, and the proposed scheme, and will provide for inspection of these and other documents which are material to the scheme.

Jamaica Public Service Company Limited (JPS) has advised that the Board of Directors approved payment of US$0.713150685 per share to holders of Class F Preference shares on record as at September 25, 2015, payable on September 30, 2015. The ex-dividend date is September 23, 2015.

Gleaner Company Limited (GLNR) has advised the Board of Directors declared the payment of an interim dividend of $0.04 per share, payable on October 28, 2015, to shareholders on record as at October 1, 2015. The ex-dividend date is September 29, 2015.

JMMB Group Limited (JMMBGL) has advised that the Extraordinary General Meeting held on Wednesday, September 16, 2015 had 100% of the members present in person or by proxy at the meeting. They also advised that voting at the meeting approved the resolution for the issuance of six (6) billion Cumulative Redeemable Preference Shares.

Dolphin Cove Limited (DCOVE) has advised that at a meeting scheduled for Monday September 28, 2015 the Board of Directors will consider the payment of a dividend.

Gleaner Company Limited (GLNR) has advised that on Wednesday September 16, 2015 by round-robin resolution the Board of Directors will consider the payment of a dividend.

Cable & Wireless Jamaica Limited (CWJA) has advised that Mr. Ralph Perley McBride has been appointed as a Director of CWJA effective September 10, 2015.

In previous publications in May 2015, Trinidad Cement Limited (“TCL”/“the Company”) advised (inter alia):

• That it had secured bridge loan financing in the amount of US$245M, effective as of May 12, 2015, in order to repay loans and take advantage of the maximum amount of the prepayment discounts afforded under the debt restructuring arrangements agreed to in March 2015; and

• That the TCL Board of Directors had agreed to the engagement of arrangers for long-term financing to repay the bridge loan. TCL is pleased to advise that the process of acquiring long-term financing to repay the bridge loan has been successfully completed. On August 04, 2015, the Company took a decision to close the syndicated loan process, having received its targeted commitments of the equivalent of US$210M. On August 06, 2015, the TCL Board of Directors considered the various draft refinancing agreements in relation to the syndicated loan, and passed resolutions approving (inter alia) the terms and conditions outlined therein. The proceeds of the loan, together with internally generated cash of US$35M, were used to settle the bridge loan amount, effective August 11, 2015. The refinancing agreements were fully executed on and became effective from August 06, 2015. The key terms of the refinancing are as follows:

• The loan amount is the sum of US$210 million (comprising US$153.3M and TT$361.4M);
• The term of the loan is 5 years; 
• The interest rate is LIBOR + 5.50 %, on USD drawdowns and 3 Month TT Treasury Bill + 5.50% on TTD drawdowns, with a floor of 0.75% for LIBOR and the 3 Month TT Treasury Bill;
• The loan will be guaranteed by TCL’s subsidiaries;

The joint lead arrangers are Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC.

Lasco Financial Services Limited (LASF) has advised that the Board of Directors declared the payment of an interim dividend of $0.0311 per share to shareholders on record as at September 17, 2015 payable on September 22, 2015. The ex-dividend date is September 15, 2015.