2015
Market Report
8th Avenue Belleville, St. Michael BB11114, Barbados T: (246) 436-9871/2 | F: (246) 429-8942 | www.bse.com.bb
2015 Year End Report The following report reviews the overall performance of the companies listed on the Barbados Stock Exchange for the year ended December 31, 2015. Additionally, in an effort to provide greater detail on the market performance, fourth quarter market statistics has been included. General discussion was also given to the overall economic situation of the country and its impact on the general performance of the market. The report has been structured as follows: • Overall Performance • Economic Factors • Trading activity by Market • Indices and Market Capitalization • Advancers/Decliners for 2015 • Historical Company Trading statistics • Market Events • Takeover Activity • The Regulatory Roundup • Concluding Remarks
All market measures showed improved results in 2015 when compared to the closing figures for 2014. Overall trading volume and value increased by 482% and 1,093% respectively.
Overall Performance The year ending December 31, 2015 proved to be an encouraging year for the Barbados Stock Exchange Inc (BSE). Overall trading volume and value increased by 482% and 1,093% respectively. All markets recorded increases; however, there was no activity on the Junior Market. There was a substantial improvement in the total number of trades occurring as a result of transactions that took place in a takeover environment. The Bond Market also experienced improvements in the number of trades occurring as well as an increase in the total face value traded during 2015. The extraordinary transactions occurring during 2015 were as follows: • There was one (1) Block Trade which saw 13.1 million shares in Banks Holdings Limited trading at $4.00 per share 1; • There were three (3) Regular Market trades conducted pursuant to a takeover related to Emera (Barbados) Holdings No.2 Incorporated’s offer to repurchase all issued and outstanding shares of Emera (Caribbean) Incorporated and 2; • There were three hundred and eight (308) Regular Market trades conducted as a result of competing Takeover offers between SLU Beverages Limited and AM Caribbean Development Ventures Limited to purchase all issued and outstanding shares of Banks Holdings Limited 3.
Table 1: Trading Activity Comparison by Market December Market Regular Put - Through Junior Block Trade Total
2015 Volume
% Change
2014 Volume
2015 Value ($)
2014 Value ($)
24,803,107
5,734,749
189,776,184
18,124,650
333
947
4,872,460
1,629,561
19,905,540
3,859,712
199
416
-
-
-
-
NA
NA
13,170,728
-
52,682,912
-
NA
NA
42,846,295
7,364,310
262,364,636
21,984,362
482
1093
Volume
Value
Two securities were delisted from the board of the BSE during 2015. Royal Fidelity TIGRS A was delisted on March 18 th, 2015 while Royal Fidelity TIGRS A1 Fund exited the board of the BSE on August 26, 2015. It should be noted that both funds had completed the term of operations of five (5) years as indicated in their original prospectus documents. All market measures showed improved results in 2015 when compared to the closing figures for 2014. At year-end, the Local, Cross-listed and Composite Indices all recorded increases. The Local Index was the only measure to record a year on year increase in excess of 10%. The BSE Market Capitalization 1 2 3
See Block Trade Market Section. See Takeover Activity - 2015 Section. See Takeover Activity - 2015 Section.
2015 Annual Report
Table 1 illustrates all activity occurring on the board of the BSE for the year ended December 31, 2015.
5
measures performed similarly with the Local Market Cap recording the largest increase of 9.89%. Local Market Cap improvements can be attributed to the same share price appreciations that positively impacted the Local Index measure. The Cross-Listed Market Cap recorded a marginal increase as a result of an increase in the share price of One Caribbean Media Limited; the only Cross-Listed security to experience share price appreciation in 2015. Table 2 illustrates the Trading Statistics Comparison 2015 - 2014. Quarters III and IV for 2015 were the most active in terms of both volume and value traded due to heavy activity on the Regular and Put Through Markets as well as the one transaction occurring on the Block Trade Market in Quarter III. Table 2: Trading Statistics Comparison 2015 - 2014 Â Quarter
2015 Annual Report
2015
Market Value ($)
2014
2015
2014
Number of Transactions 2015
2014
I
1,445,566
2,096,844
7,694,692
6,485,537
437
370
II
2,677,450
1,705,040
5,554,149
5,242,080
362
281
III
19,397,800
2,319,643
72,584,102
3,696,961
367
395
IV
19,325,479
1,242,783
176,531,693
6,559,784
1045
234
42,846,295
7,364,310
262,364,636
21,984,362
2,211
1,280
Total
6
Number of Shares
There was a 72.73% increase in the number of trades occurring in 2015 when compared to 2014. There were 2,211 trades in 2015 as compared to 1,280 trades for 2014. Figure 1: Total Trade Frequency Comparison, illustrates graphically how the trade frequency has varied between 2015 and 2014. Figure 1: Total Trade Frequency Comparison
As illustrated in Table 3 below, there were large increases in both the volume and value traded for the fourth quarter of 2015 when compared to the corresponding period in 2014. The Regular Market recorded an increase of 1,305% in terms of volume traded while the value traded increased by 2,689% over its position in the corresponding period in 2014. It must be noted that the majority of the extraordinary transactions which took place on the Regular Market occurred during the fourth quarter of 2015. The
Put Through market recorded a substantial increase in activity, 4,023% in terms of volume and 1,170% in terms of value, while there was no activity on the Junior or Block Trade Markets for the 4 th Quarter of 2015. For the 4 th quarter, the Local and Composite Index measures recorded increases of 8.03% and 5.17% respectively; the Cross-Listed Index recorded a minor decrease 0.05%. Similarly, the Local and Composite Market Cap measures recorded increases of 7.66% and 5.02% respectively while the Cross-Listed Market Capitalization experienced a decline of 0.05%. Table 3: Fourth Quarter Trading Activity Comparison Fourth Quarter  Market Regular
2015 Volume 2014 Volume
% Change
2015 Value ($)
2014 Value ($)
Volume
Value
16,505,609
1,174,383
171,153,713
6,136,264
1,305
2,689
2,819,870
68,400
5,377,980
423,520
4,023
1,170
Junior
-
-
-
-
NA
NA
Block Trade
-
-
-
-
NA
NA
1,242,783 176,531,693
6,559,784
1,455
2,591
Put - Through
Total
19,325,479
7 2015 Annual Report
Economic Factors This segment of the report was compiled from the Analysis of Barbados’ Current Economic Performance dated December 2015 and published by the Central Bank of Barbados (CBB). In its report, the CBB estimated economic growth in the Barbados economy to be 0.5% for the period ended December 2015. The economic upturn was attributed to “a stellar tourism performance”. The report stated that, “There was a 13 percent increase in airlift from major source markets, an expansion in room stock, and refurbishment of aging hotel plant. The tourism outturn was the best on record since 2007, with activity in the sector rebounding to pre-crisis levels. Tourism receipts grew by an estimated 5 percent with arrivals up by 14 percent, and all major markets recorded double digit increases.” Activity in the Construction Sector, however, is expected to contract by 3% as there were “unexpected delays in the start of major infrastructural projects”. As at December 31st, 2015, foreign reserves stood at $927 million or 14 weeks of imports, down from $1,052 million or 14.5 weeks of imports at the close of 2014. It must be noted that the level of reserves is still “in excess of the commonly accepted benchmark of 12 weeks of goods and services imports”.
2015 Annual Report
8
With the exception of the taxation of betting and gaming, all fiscal measures announced in June 2015 were implemented. At the close of the third quarter of the fiscal year, “excise taxes increased $19 million, personal taxes rose $15 million and corporate taxes were $7 million higher”. The CBB’s report did note however, that “VAT receipts declined $47 million partly because of the reduction in fuel imports and property taxes fell by $13 million”. It also noted that although Government’s expenditure on wages and purchases fell by $16 million each, there was a $12 million dollar increase in transfers to public institutions to service increased debt and operation expense payments. Retained and Consumer goods imports fell by 11 percent each; the former being attributed “to a 31 percent ($380 million) reduction in payments for fuel imports”. There were also declines in the total export of goods “by roughly 7 percent”; this decline being attributed to a reduction in the levels of food exports. The report made mention of increases in the levels of Chemical exports (1 percent) and Rum exports (3 percent). The CBB report noted, “The 2015/16 fiscal deficit target of 4 percent of GDP is within reach, provided that Government completes the planned divestment of the Barbados National Terminal Company Limited Accrued revenue for the fiscal year is projected at $2,584 million, and expenditure at $2,950 million, for a deficit of $366 million.” The CBB has projected economic growth of about 1.8 percent in 2016 stating that “Tourism and construction should provide enough stimulus to the wholesale, retail and business services” sectors.
Trading Activity by Market Regular Table 4 below, illustrates a year on year statistical comparison of Regular Market activity for the reporting period. There was a 333% increase in the volume traded and a corresponding increase of 947% in terms of the value traded for the year ended December 31, 2015. Increases were seen across the board as the Average Share Volume, Average Share Value, Share Price and Number of Trades all rose above their respective December 31, 2014 figures.
Table 4: Regular Market Statistical Comparison Total Share Volume
December 31 2015
December 31 2014
% Change
24,803,107
5,734,749
333
$189,776,184
$18,124,650
947
99,212
23,124
329
$759,105
$73,083
939
1,752
1,128
55
250
248
1
$5.76
$5.48
5
11/5
8/7
N/A
Local Index
2,361.47
2,137.26
10
Cross-Listed Index
1,738.11
1,706.54
2
656.56
611.23
7
Local Market Capitalization
5,898,175,671
5,367,178,305
10
Cross-Listed Market Capitalization
2,853,955,050
2,849,599,943
0.2
8,752,130,721
8,216,778,248
7
24
26
-8
Total Share Value Average Daily Share Volume Average Daily Share Value Number of Trades Number of Trade Days Average Share Price Advance/Decline Ratio
Composite Market Index
Composite Market Capitalization Number of Listed Securities
9 2015 Annual Report
As mentioned earlier there were several extraordinary transactions that occurred on the Regular Market related to two securities; Banks Holdings Limited and Emera (Caribbean) Incorporated. Between September 23, 2015 and December 11, 2015, three hundred and eight (308) trades in Banks Holdings Limited occurred on the Regular Market resulting in a volume of 11,469,693 shares and a value of $80,379,336. These trades occurred as a result of competing takeover offers to purchase all issued and outstanding shares in Banks Holdings Limited by SLU Beverages Limited, a wholly owned subsidiary of Cervecería Nacional Dominicana S.A., and AM Caribbean Development Ventures Limited, a wholly owned subsidiary of ANSA McAL Limited. Three (3) trades in Emera (Caribbean) Incorporated occurred in relation to shareholder acceptances of Emera (Barbados) Holdings No. 2 Incorporated’s offer to purchase all issued and outstanding shares in Emera (Caribbean) Incorporated at $33.30; a total of 2,540,167 shares traded with a total value of $84,587,561.
Figure 2 illustrates the breakdown of Regular Market trades that occurred during 2015. There was an increase in the number of trades occurring on the Regular Market as 1,752 trades occurred in 2015 while 1,128 trades occurred in 2014; an increase of 55.32%. Figure 2: Trade Frequency Comparison (Regular Market)
2015 Annual Report
10
Table 5 and Table 6 show the top traded companies for the year in terms of volume and value. Banks Holding Limited was the top performer for 2015; it was the only security to exceed the 10 million shares traded mark for the year. Fortress Caribbean Property Fund - Value Fund continues to be a strong performer being the second best performer in terms of volume traded. In terms of value traded, although only accounting for 1.43% of the total number of trades, Emera (Caribbean) Incorporated was the top performer followed by Banks Holdings Limited; Massy Holdings Limited rounded out the top three. For the fourth quarter, Banks Holdings Limited, Emera (Caribbean) Incorporated and Sagicor Financial Corporation were the top three performers in terms of volume traded; Insurance Corporation of Barbados Limited and FirstCaribbean International Bank rounded out the top five volume performers. Emera (Caribbean) Incorporated, Banks Holdings Limited, Sagicor Financial Corporation, Insurance Corporation of Barbados Limited and Goddard Enterprises Limited were the top performers in terms of value traded for the final quarter of 2015. Table 7 and Table 8 illustrate the top traded companies for the quarter by volume and value.
Table 5: Top Five Traded Companies by Volume – 2015 2015
2014
2015
2014
Company
Volume
Volume
Value ($)
Value ($)
Banks Holdings Limited
12,715,628
668,004
83,546,115
1,963,232
Fortress Caribbean Property Fund VAL Fund
3,781,334
1,329,650
2,120,627
718,681
Emera (Caribbean) Incorporated
2,577,144
81,832
85,532,197
2,102,327
Sagicor Financial Corporation
1,941,474
892,015
3,420,625
1,753,542
941,511
127,326
1,772,624
261,733
FirstCaribbean International Bank
Table 6: Top Five Traded Companies by Value – 2015
2015
2014
2015
2014
Company
Value ($)
Value ($)
Volume
Volume
Emera (Caribbean) Incorporated
85,532,197
2,102,327
2,577,144
81,832
Banks Holdings Limited
83,546,115
1,963,232
12,715,628
668,004
Massy Holdings Limited
7,314,996
3,982,979
366,294
198,658
Sagicor Financial Corporation
3,420,625
1,753,542
1,941,474
892,015
Fortress Caribbean Property Fund VAL Fund
2,120,627
718,681
3,781,334
1,329,650 11
2015
2014
2015
2014
Company
Volume
Volume
Value ($)
Value ($)
Banks Holdings Limited
11,405,762
430,312
80,174,521
1,247,487
2,541,994
10,266
84,629,297
263,836
Sagicor Financial Corp
997,875
147,611
1,760,028
263,224
Insurance Corporation of Barbados Limited
643,414
47,468
1,668,392
114,427
FirstCaribbean Int’l Bank
258,282
18,000
481,567
32,009
Emera (Caribbean) Incorporated
Table 8: Top Five Traded Companies by Value – 4th Quarter Company
2015
2014
2015
2014
Value ($)
Value ($)
Volume
Volume
Emera (Caribbean) Incorporated
84,629,297
263,836
2,541,994
10,266
Banks Holdings Limited
80,174,521
1,247,487
11,405,762
430,312
Sagicor Financial Corporation
1,760,028
263,224
997,875
147,611
Insurance Corporation of Barbados Limited
1,668,392
114,427
643,414
47,468
614,414
827,988
93,082
130,956
Goddard Enterprises Limited
2015 Annual Report
Table 7: Top Five Traded Companies by Volume – 4th Quarter
JUNIOR MARKET There was no activity on the Junior Market for the year ended December 31, 2015.
Block Trade Market For the period ended December 31st, 2015, there was one (1) block trade transaction. Banks Holdings Limited was the sole security trading a total of 13,170,728 shares at $4.00 on September 22, 2015. This transaction was approved by the BSE as it was in accordance with Item 2(d), Section 7.01.20 - Block Trade Rule - of the Rules of the Barbados Stock Exchange Incorporated which states, “the sale and purchase of a listed security pursuant to a take-over transaction, conducted or to be conducted in accordance with applicable laws”.
Put-through Market The Put Through Market experienced an increase of 199% in terms of volume traded and an associated 416% increase in the value traded for the year ended December 31, 2015. The total volume and value traded in 2015 was 4,872,460 shares and $19,905,540 respectively. This is compared to a total volume of 1,629,561 shares with a corresponding value of $3,859,712 traded for the year ended December 31, 2014. Table 9 below, illustrates the activity which occurred on this market for 2015.
Fixed Income Market
2015 Annual Report
12
As at December 31, 2015 twenty-eight (28) Barbados Government Debentures and fourteen (14) Barbados Government Treasury Notes traded on the board of the Exchange as compared to twenty-six (26) Barbados Government Debentures and fifteen (15) Barbados Government Treasury Notes trading for the corresponding period in 2014. There were a total of 255 trades occurring on the Bond Market resulting in a face value of $50,484,000 trading as compared to 229 trades and a total face value of $9,921,000 trading as at December 31 st, 2014. Table 10 summarizes all bonds traded for the period ended December 31, 2015. Table 9: Put-through Market activity 2015 Company
No. of Trades
Volume
Value ($)
Banks Holdings Limited
6
24,204
83,803
Barbados Farms Limited
1
7,333
3,300
FirstCaribbean Int’l Bank
1
14,166
26,915
13
1,963,705
14,093,607
Massy Holdings Limited
4
18,536
449,500
One Caribbean Media Limited
1
7,913
54,204
Sagicor Financial Corporation
427
2,819,484
5,144,016
Trinidad Cement Limited
2
11,000
8,800
BICO Limited
1
2,420
5,808
The West Indies Rum Distillery Limited
1
3,033
24,264
West India Biscuit Co. Limited
1
666
11,322
458
4,872,460
19,905,540
Goddard Enterprises Limited
Total
Table 10: Fixed Income Market activity 2015 Security
No. of Trades
Amount Traded
Barbados Government Debenture 4.75% 2016
8
35,000
Barbados Government Debenture 5.875% 2018
3
1,003,000
Barbados Government Debenture 6% 2020
2
28,000
Barbados Government Debenture 6.125% 2021
5
65,000
Barbados Government Debenture 6.25% 2019
2
8,000
Barbados Government Debenture 6.25% 2022
5
118,000
Barbados Government Debenture 6.5% 2015
1
51,000
Barbados Government Debenture 6.625% 2018
21
13,780,000
Barbados Government Debenture 6.625% 2020
4
29,000
Barbados Government Debenture 6.625% 2024
1
14,000
Barbados Government Debenture 6.75% 2021
2
3,000
Barbados Government Debenture 6.875% 2020
3
3,901,000
Barbados Government Debenture 6.875% 2023
11
148,000
Barbados Government Debenture 6.875% 2024
6
37,000
Barbados Government Debenture 7% 2017
13
171,000
13
Barbados Government Debenture 7% 2023
9
52,000
Barbados Government Debenture 7% 2024
2
415,000
Barbados Government Debenture 7.125% 2026
8
12,000
Barbados Government Debenture 7.25% 2026
1
1,000
Barbados Government Debenture 7.25% 2028
6
300,000
Barbados Government Debenture 7.25% 2029
5
32,000
2015 Annual Report
Barbados Government Debenture 7.375% 2027
8
106,000
Barbados Government Debenture 7.375% 2029
6
7,000
Barbados Government Debenture 7.75% 2016
1
4,000,000
Barbados Government Debenture 7.75% 2020
4
501,000
Barbados Government Debenture 7.75% 2025
8
50,000
Barbados Government Debenture 7.75% 2032
7
8,000
Barbados Government Debenture 8.50% 2018
3
269,000
Barbados Government T/Note 4% 2016
1
10,000
Barbados Government T/Note 5.875% 2015
1
10,000
Barbados Government T/Note 6% 2016
22
5,612,000
Barbados Government T/Note 6% 2017
14
751,000
Barbados Government T/Note 6% 2018
4
5,000
255
50,484,000
Total
Security
2015 Annual Report
Amount Traded
Barbados Government T/Note 6.125% 2020
1
25,000
Barbados Government T/Note 6.125% 2021
4
40,000
Barbados Government T/Note 6.25% 2018
14
7,361,000
Barbados Government T/Note 6.25% 2021
20
259,000
Barbados Government T/Note 6.375% 2019
4
10,032,000
Barbados Government T/Note 6.5% 2016
2
190,000
Barbados Government T/Note 6.5% 2019
5
35,000
Barbados Government T/Note 6.625% 2019
5
58,000
Barbados Government T/Note 7.5% 2017
3
952,000
255
50,484,000
Total
14
No. of Trades
Index & Market Capitalization Movement For the year ended December 31, 2015, all market measures showed improvement over their closing positions at the close of 2014. The Local, Cross-Listed and Composite Market Indices recorded increases of 10.49%, 1.85% and 7.42% respectively. Market Capitalization measures performed similarly as the Local, Cross-Listed and Composite Market Cap figures recorded increases of 9.89%, 0.15% and 6.52% respectively. The improved Local Market measure performance was due primarily to increases in the traded price of eleven securities, six of which experienced double-digit advances in price over their December 31, 2014 closing share prices. Table 11 illustrates the year on year changes in both index and market capitalization. Table 11: Index and Market Capitalization - Year on Year Index
2015 Annual Report
16
30-Dec-15
31-Dec-14
% Change
Local
2,361.47
2,137.26
10.49
Cross-Listed
1,738.11
1,706.54
1.85
656.56
611.23
7.42
Composite Market Capitalization
31-Dec-15
31-Dec-14
% Change
Local
5,898,175,671
5,367,178,305
9.89
Cross-Listed
2,853,955,050
2,849,599,943
0.15
8,752,130,721
8,216,778,248
6.52
Composite
For the fourth quarter of 2015, the Local and Composite market measures recorded improvements, however, the Cross-Listed market measures recorded minor decreases. The Cross-Listed Index and Cross-Listed Market Cap measures recorded declines of 0.05% each over their September 30, 2015 figures. Fourth quarter Cross-Listed results can be attributed directly to a two (2) cent decline in the share price of One Caribbean Media Limited from $7.02 on September 30, 2015 to $7.00 at December 31, 2015. Table 12, below, illustrates the fourth quarter index and market capitalization performance. Table 12: Index and Market Capitalization - 4th Quarter Index
30-Dec-15
30-Sep-15
% Change
Local
2,361.47
2,185.88
8.03
Cross-Listed
1,738.11
1,738.92
-0.05
656.56
624.28
5.17
Composite Market Capitalization
31-Dec-15
30-Sep-15
% Change
Local
5,898,175,671
5,478,349,241
7.66
Cross-Listed
2,853,955,050
2,855,279,363
-0.05
8,752,130,721
8,333,628,604
5.02
Composite
Figure 3 below, illustrates index movement over the one year period 2014 – 2015. It clearly displays the sharp increase in both Local and Composite Index performance during the last quarter of 2015. This movement can be attributed to share price movements in Banks Holdings Limited and Emera
(Caribbean) Incorporated. The former’s share price rose from $3.10 at the close of September 2015 to $7.10 by the end of the year; an increase of 129.03% while the latter’s share price rose 29.57% from $25.70 in November 2015 to $33.30 at the close of December 2015. Figure 3: Index Movement for 2014 – 2015
17 2015 Annual Report
Banks Holdings Limited recorded the greatest share price appreciation for 2015 climbing 144.83% from $2.90 at the close of 2014 to $7.10 at the close of 2015
Advancers Decliners 2015 For the year under review, of the twenty-four (24) securities listed at close, eleven (11) advanced, five (5) declined, five (5) remained unchanged, three (3) did not trade; two (2) securities previously listed were de-listed during the course of the year under review (See Table 13). This is compared to eight (8) of the twenty-six (26) listed securities advanced, seven (7) declined, seven (7) remained unchanged, four (4) did not trade; one (1) security delisted. Banks Holdings Limited recorded the greatest share price appreciation for 2015 climbing 144.83% from $2.90 at the close of 2014 to $7.10 at the close of 2015. Emera (Caribbean) Incorporated (29.57%), West India Biscuit Company Limited (24.28%), Fortress Caribbean Property Fund - Value Fund (20%), One Caribbean Media Limited (12.90%) and BICO Limited (12.12%) were the only other five securities that had a share appreciation greater than 10%. The five remaining securities that experienced share price appreciation were Insurance Corporation of Barbados Limited, Barbados Dairy Industries Limited, FirstCaribbean International Bank, Goddard Enterprises Limited and Cave Shepherd and Company Limited.
For the fourth quarter of 2015, as illustrated in Table 14, nine (9) securities advanced, four (4) declined, four (4) remained unchanged and seven (7) did not trade. This is compared to four (4) securities advanced, five (5) declined, eight (8) remained unchanged and nine (9) did not trade in the last quarter of 2014. Banks Holdings Limited (129.03%), Emera (Caribbean) Incorporated (29.57%) and West India Biscuit Company Limited (24.28%) were the only companies to register double-digit share price appreciation for the last quarter of the year. Cable and Wireless Barbados Limited was the only company to record a double-digit decline for the quarter.
19 2015 Annual Report
Three (3) companies experienced declines in excess of 10% in 2015. Barbados Farms Limited suffered the largest decline as their share price fell by 20% by the end of 2015. Fortress Caribbean Property Fund - Value Fund (13.64%) and Cable and Wireless (Barbados) Limited (13.33%) were the other companies to experience double digit declines (See Table 13).
Table 13: Total Trading Activity by Company (Regular & Junior Market only) Security ABV Investments Incorporated
Dec 31 2015
Value ($)
Dec 31 2014
% Change
375
0.32
0.32
0.00
44,109
80,903
1.85
1.65
12.12
4,883
7,605
1.60
1.50
6.67
Barbados Farms Limited
30,735
12,918
0.40
0.50
-20.00
Banks Holdings Limited
12,715,628
83,546,115
7.10
2.90
144.83
Fortress Caribbean Property Fund - Dev Fund
711,199
161,782
0.19
0.22
-13.64
Fortress Caribbean Property Fund - Val Fund
3,781,334
2,120,627
0.60
0.50
20.00
Cave Shepherd & Co. Limited
254,254
764,346
3.01
3.00
0.33
Cable & Wireless B’ds Limited
222,453
557,884
2.60
3.00
-13.33
FirstCaribbean Int’l Bank
941,511
1,772,624
1.90
1.80
5.56
Goddard Enterprises Limited
259,152
1,693,442
6.61
6.34
4.26
Insurance Corporation of Barbados Limited
807,153
2,081,499
2.60
2.41
7.88
8,262
1,239
0.15
0.15
0.00
2,576,913
85,531,478
33.30
25.70
29.57
Emera (Caribbean) Incorporated 5.5% PREF
231
718
3.11
3.30
-5.76
Massy Holdings Limited
366,294
7,314,996
20.00
20.00
0.00
One Caribbean Media Limited
82,470
571,624
7.00
6.20
12.90
Sagicor Financial Corporation 6.5% Pref
52,054
116,558
2.26
2.26
0.00
Sagicor Financial Corporation
1,941,474
3,420,625
1.79
1.80
-0.56
0
-
0.80
0.80
0.00
1,448
18,450
13.00
10.46
24.28
50
375
8.00
8.00
0.00
Royal Fidelity TIGRS A Fund (J, DL)
0
-
-
10.50
NA
Royal Fidelity TIGRS A1 Fund (J, Dl)
0
-
-
10.00
NA
Royal Fidelity TIGRS A2 Fund (J)
0
-
10.00
10.00
0.00
Royal Fidelity TIGRS A3 Fund J)
0
-
10.00
10.00
0.00
Barbados Dairy Industries Limited
2015 Annual Report
Volume
Closing Price ($)
1,500
BICO Limited
20
Year-End 2015
JMMB Group Limited Emera (Caribbean) Incorporated
Trinidad Cement Limited West India Biscuit Co. Limited The West Indies Rum Distilleries Limited
24,803,107 189,776,184 *(J) Denotes Junior Market; (DL) Denotes Delisted Security
Table 14: Fourth Quarter Trading Activity by Company (Regular and Junior Market only)
4th Quarter 2015
Security
Volume
Dec 31 2015
Value ($)
Sept 30 2015
% Change
0
-
0.32
0.32
0.00
22,482
41,406
1.85
1.80
2.78
0
-
1.60
1.60
0.00
Barbados Farms Limited
2,275
1,072
0.40
0.40
0.00
Banks Holdings Limited
11,405,762
80,174,521
7.10
3.10
129.03
Fortress Caribbean Property Fund - Dev Fund
56,270
11,665
0.19
0.21
-9.52
Fortress Caribbean Property Fund - Val Fund
61,098
34,696
0.60
0.57
5.26
Cave Shepherd & Company Limited
195,273
587,272
3.01
3.00
0.33
Cable & Wireless Barbados Limited
172,941
436,942
2.60
3.00
-13.33
FirstCaribbean Int’l Bank
258,282
481,567
1.90
1.86
2.15
21
93,082
614,414
6.61
6.58
0.46
643,414
1,668,392
2.60
2.60
0.00
0
-
0.15
0.15
0.00
2,541,763
84,628,578
33.30
25.70
29.57
231
718
3.11
3.30
-5.76
2015 Annual Report
ABV Investments Incorporated
Closing Price $
Massy Holdings Limited
24,822
496,438
20.00
20.00
0.00
One Caribbean Media Limited
28,291
197,627
7.00
7.02
-0.28
Sagicor Financial Corporation 6.5% PREF
370
836
2.26
2.26
0.00
Sagicor Financial Corporation
997,875
1,760,028
1.79
1.75
2.29
0
-
0.80
0.80
0.00
1,378
17,540
13.00
10.46
24.28
The West Indies Rum Distilleries Limited
0
-
8.00
8.00
0.00
Royal Fidelity TIGRS A2 Fund (J)
0
-
10.00
10.00
0.00
Royal Fidelity TIGRS A3 Fund J)
0
-
10.00
10.00
0.00
16,505,609
171,153,713
-
-
BICO Limited Barbados Dairy Industries Limited
Goddard Enterprises Limited Insurance Corporation of Barbados Limited JMMB Group Limited Emera (Caribbean) Incorporated Emera (Caribbean) Inc 5.5% PREF
Trinidad Cement Limited West India Biscuit Company Limited
*(J) Denotes Junior Market
Historical Company Trading Statistics As illustrated in Table 15, eight (8) securities increased in price while nine (9) declined over the last five years. Table 15: Historical Five Year Price Range
Security
Closing Price December 31 %
2015
2014
2013
2012
2011
2010
ABV Investments Incorporated
0.32
0.32
0.50
1.25
1.55
1.55
-79%
BICO Limited
1.65
1.80
1.60
1.86
1.47
1.86
-11%
Barbados Dairy Industries Limited
1.50
3.00
3.00
5.29
5.29
5.49
-73%
Barbados Farms Limited
0.50
0.50
1.00
1.50
2.49
2.05
-76%
Banks Holdings Limited
2.90
3.03
3.00
3.29
4.00
4.00
-28%
Fortress Caribbean Property Fund - Dev Fund
0.22
0.11
-
-
-
-
-
22
Fortress Caribbean Property Fund - Value Fund
0.50
0.40
-
-
-
-
-
2015 Annual Report
Â
Cave Shepherd & Co. Limited
3.00
2.70
4.68
4.60
4.48
6.20
-52%
Cable & Wireless (Barbados) Limited
3.00
3.40
5.00
5.34
5.40
5.79
-48%
FirstCaribbean Int’l Bank Limited
1.80
2.98
3.05
2.90
3.00
2.75
-35%
Goddard Enterprises Limited
6.34
6.15
5.40
6.00
5.90
6.00
6%
Insurance Corporation of Barbados Limited
2.41
2.60
2.60
2.50
3.05
3.01
-20%
Jamaica Money Market Brokers Limited
0.15
0.15
0.15
0.10
0.10
0.15
0%
25.70
25.70
25.70
25.70
12.00
11.52
123%
3.30
3.11
3.11
3.11
3.11
3.10
6%
20.00
17.25
14.05
13.60
12.50
15.49
29%
One Caribbean Media Limited
6.20
4.80
4.75
2.95
3.10
3.10
100%
1Sagicor Financial Corporation 6.5% Pref
2.26
2.26
2.08
2.00
-
-
-
Sagicor Financial Corporation
1.80
2.24
2.23
2.87
2.90
3.50
-49%
Trinidad Cement Limited
0.80
0.80
0.80
0.80
0.80
2.49
-68%
10.46
10.03
10.01
10.01
10.01
9.14
14%
8.00
8.00
8.00
8.00
8.50
8.50
-6%
Royal Fidelity TIGRS A Fund (J,DL)
10.50
10.50
10.50
10.75
10.61
-
-
Royal Fidelity TIGRS A1 Fund (J,DL)
10.00 10.00 10.00 10.00 10.00
-
-
Royal Fidelity TIGRS A2 Fund (J)
10.00 10.00 10.00
-
-
-
-
Royal Fidelity TIGRS A3 Fund (J)
10.00 10.00 10.00
-
-
-
-
Emera (Caribbean) Incorporated Emera (Caribbean) Incorporated 5.5% Pref -* Massy Holdings Limited
West India Biscuit Co. Limited The West Indies Rum Distilleries Limited
*(J) Denotes Junior Market; (DL) Denotes Delisted Security
Change
Market Events 2015 The BSE made the following announcements during 2015: January 7, 2015 Emera (Caribbean) Incorporated - Subsequent to the material notice of December 29th, 2014 advising of the name change of Light and Power Holdings Limited to Emera (Caribbean) Incorporated, the BSE wishes to advise that the symbols for the securities associated with the former Light and Power Holdings Limited (LPH and LPH55) have been changed - Emera (Caribbean) Incorporated ECI and Emera (Caribbean) Incorporated 5.5% Pref - ECI55. February 11, 2015
February 25, 2015 Trinidad Cement Limited - Notice is hereby given that the Directors have fixed Tuesday March 3rd, 2015 as the record date for determining the shareholders who are entitled to participate in the Rights Issue of Trinidad Cement Limited, which is scheduled to commence on March 5th, 2015. March 4, 2015 Trinidad Cement Limited - Notice is hereby given that the Directors have fixed Monday 9th March, 2015 as the Record Date for determining the shareholders who are entitled to participate in the Rights Issue of TRINIDAD CEMENT LIMITED. This Record Date supersedes the previously published Record Date of Tuesday 3rd March, 2015.
Trinidad Cement Limited - Trinidad Cement Limited wishes to advise Shareholders that at a meeting of the Board of Directors held on Thursday February 26, 2015, the Board confirmed a decision to offer shares in the Rights Issue in Trinidad and Tobago only, and to exclude all other jurisdictions in which TCL’s shares are listed. The decision was made, having regard to the complexities involved in satisfying the requirements of the various regulatory bodies in these jurisdictions, and its effect on the stringent timeframe for the Rights Issue, especially since the Rights Issue is intended as a method of recapitalization to fulfill, inter alia, conditions imposed by TCL’s lenders. March 13, 2015 Pursuant to the Rules of the Barbados Stock Exchange Incorporated (BSE) and the Order of the Financial Services Commission, the shares of Royal Fidelity TIGRS A Fund will be delisted from the Board of the BSE on March 18th, 2015. March 18, 2015 Pursuant to the Rules of the Barbados Stock Exchange Incorporated (BSE) and the Order of the Financial Services Commission, the shares of Royal Fidelity TIGRS A Fund were delisted from the Board of the BSE on March 18th, 2015. April 4, 2015 Jamaica Money Market Brokers Limited - Notice is hereby given that the shares listed for Jamaica Money Market Brokers Limited have been suspended in accordance with the Scheme of Arrangement approved by Shareholders of the Company on September 17th, 2014, sanctioned by the Supreme Court of the Judicature on Jamaica on November 5th, 2014 and approved by the Barbados Stock Exchange, Trinidad and Tobago Stock Exchange and Jamaica Stock Exchange. The Scheme of Arrangement will see the existing ordinary shares of JMMB being exchanged for ordinary shares in JMMB Group Limited on a one on
23 2015 Annual Report
Trinidad Cement Limited - At a meeting of the Board of Directors of Trinidad Cement Limited held on Friday 6th February, 2015, the Board passed a resolution to raise capital through a Rights Issue of 124,882,568 new shares at a price of TT $2.90 per share. Subject to obtaining all necessary approvals and the removal by Shareholders of the 20% restriction on share ownership (as per Article 5, Schedule 2 of TCL’s Articles of Continuance), Shareholders will be offered the right to purchase one new share for every two shares held.
March 5, 2015
one basis, and the listing of JMMB Group Limited’s ordinary shares on these stock exchanges. On implementation of the Scheme, JMMB Group Limited will therefore become the new holding company for the JMMB group of companies, and JMMB will be a wholly owned subsidiary of JMMB Group Limited. The official notice can be accessed here. April 14, 2015 Pursuant to the Rules of the Barbados Stock Exchange Incorporated (BSE) and the Order of the Financial Services Commission, the shares of Jamaica Money Market Brokers Limited were delisted from the Board of the BSE on April 14th, 2015. April 14, 2015
2015 Annual Report
24
The Barbados Stock Exchange (BSE) is pleased to announce that JMMB Group Limited (JMMBGL) has been listed on the Board of the BSE. Effective April 13th, 2015, 1,630,552,530 Common Shares in JMMB Group Limited were registered as a result of the Scheme of Arrangement with Jamaica Money Market Brokers Limited. April 15, 2015 The Barbados Stock Exchange (BSE) wishes to advise that an amendment to the number of Common Shares in JMMB Group Limited listed on the Board of the BSE effective April 13th, 2015 has been made. Effective April 15th, 2015, two (2) additional shares were listed bringing the current total issued and outstanding shares listed in JMMB Group Limited to 1,630,552,532. August 24, 2015 Pursuant to the Rules of the Barbados Stock Exchange Incorporated (BSE) and the Order of the Financial Services Commission, the shares of Royal Fidelity TIGRS A1 Fund will be delisted from the Board of the BSE on August 26th, 2015. August 24, 2015 Pursuant to section 36 (5) of the Securities Act, Cap 318, the Barbados Stock Exchange Incorporated (BSE) advises that a Trader of Capita Financial Services Incorporated (CFSI) has been suspended for a period of 4 weeks commencing Monday August 10, 2015 and a fine imposed against the company for breaching section 6.01.0 of the Rules
of the BSE. August 24, 2015 Pursuant to the Rules of the Barbados Stock Exchange Incorporated (BSE) and the Order of the Financial Services Commission, the shares of Royal Fidelity TIGRS A1 Fund were delisted from the Board of the BSE on August 26th, 2015. August 31, 2015 CLICO Balance Fund - Notice is hereby given that the Board of Directors of CLICO Balance Fund Incorporated has taken the decision to wind up the Fund with effect from July 31st, 2015 and as such the BSE has removed the Fund’s Net Asset Value (NAV) from its Mutual Funds listing effective August 31st, 2015. For more details please contact the Fund Administrator - Capita Financial Services Incorporated - (246) 434-3245. September 17, 2015 Block Trade would like to of 26,341,456 $4.00 set to 22nd, 2015.
The Barbados Stock Exchange (BSE) announce a Block Trade transaction shares in Banks Holdings Limited at take place on Tuesday, September
September 22, 2015 Banks Holdings Limited - The Barbados Stock Exchange Incorporated (BSE) wishes to advise that a block trade transaction in the shares of Banks Holdings Limited occurred on the board of the Exchange at 10:15 a.m. on September 22nd, 2015 between SLU Beverages Limited (Buyer) and the following parties at BDS $4.00 per share - MASSY HOLDINGS LIMITED - 13,170,728. The BSE approved this transaction in respect of item four (4) of the BSE Block Trade Rules that states, “The sale and purchase of a listed security pursuant to a takeover transaction, conducted or to be conducted in accordance with the applicable laws.” November 6, 2015 The Barbados Stock Exchange Incorporated (BSE) wishes to advise that, in accordance with Claim 1533/2015, dated November 3rd, 2015 of the Notice of Injunctions issued by the Supreme Court of Barbados, that it has suspended trading in the shares of Banks Holdings Limited until further notice. November 16, 2015
The Barbados Stock Exchange Incorporated (BSE) wishes to advise that in accordance with ruling handed down on Friday November 13 th, 2015 by the Supreme Court of Barbados, the trading suspension of Banks Holdings Limited, imposed on November 6 th, 2015, has been lifted. On November 12, 2015, the following announcement was published on Emera (Caribbean) Incorporated’s website: Emera offers to purchase outstanding shares of Emera (Caribbean) Incorporated Transaction to grow Emera’s investment in the Caribbean region and simplify the structure of its operations. • Emera, which currently owns 80.67% controlling interest in Emera (Caribbean) Incorporated (ECI), is offering to acquire the interest of the public minority shareholders.
• The Offer value of BB$33.30 per share is a 30% premium to the current share price, for a total consideration of approximately BB$110 million, valuing ECI at approximately BB$570 million. • Shareholders can elect to receive BB$33.30 cash or 2.100 Emera depositary receipts (“DRs”) per ECI share. Each DR represents an interest in one quarter of an Emera common share. An application has been filed to list the DRs on the Barbados Stock Exchange. DRs give Barbadians the ability to invest in the growth and success of Emera. DRs are not being offered to Shareholders who are residents of the United States. Each Shareholder in the United States shall receive $33.30 in cash for each ECI Share being acquired. The following table outlines the timeline of activities related to the takeover of Banks Holdings Limited:
25 2015 Annual Report
Takeover Activity 2015 Table 16: Timeline of Events - BHL Takeover Proceedings Date
2015 Annual Report
26
Details
Aug-15
Cervecería Nacional Dominicana S.A., subsidiary of AmBev, acquires SLU Beverages Limited (SLU)
22-Sep
SLU purchases Massy Holdings Limited stake in Banks Holdings Limited (BHL)
23-Sep
SLU offer to acquire all issued and outstanding shares of BHL announced
28-Sep
SLU Circulars disseminated (closing date Oct 26)
16-Oct
ANSA McAL Limited (AML) announces that it has acquired BWPL holdings through subsidiary, AM Caribbean Development Ventures Limited (AMCD)
16-Oct
BHL Directors Circular No. 1 issued in response to SLU bid
20-Oct
AMCD offer made (closing date Nov 20)
26-Oct
SLU issue amended offer (SLU Amended Offer No. 1) at $5.60 per share (closing date Nov 9)
28-Oct
BHL Directors Circular no 2 issued in response to SLU Amended Offer No. 1
03-Nov
AML applied to Supreme Court for injunction to halt all activities relating to takeover bid
03-Nov
AMCD issues amended offer (AMCD Amended Offer No. 1) at $6.00 per share (closing date Dec 4)
13-Nov
Supreme Court discontinues injunction, closing dates for bids to be extended by 10 days
17-Nov
AML announces intention to appeal against decision of Supreme Court
18-Nov
SLU announces increased offer of $6.20
18-Nov
AML’s case heard by Court of Appeal
18-Nov
ANSA McAL (Barbados) Limited (AMBL) purchases 455,990 shares on the floor of the BSE at $6 per share
19-Nov
AMBL purchases 6,433 shares on the floor of the BSE at $6 per share
19-Nov
SLU issues amended offer (SLU Amended Offer no. 2) at a price of $6.20 per share; closing date Dec 3
19-Nov
SLU purchases 35,521 shares on the floor of the BSE at $6.20 per share
19-Nov
BHL Directors’ Circular no 3 issued in response to AMCD Amended Offer No. 1
20-Nov
AMCD issues amended offer (AMCD Amended Offer No. 2) at a price of $7.00 per share; closing date Dec 28
23-Nov
AMBL purchases 241,380 shares on the floor of the BSE at $7 per share
24-Nov
BHL Directors’ Circulars Nos. 4 and 5 issued in response to SLU Amended Offer No. 2 and AMCD Amended Offer No.2 respectively
24-Nov
AMBL purchases 779,374 shares in BHL on the floor of the BSE at $7.00 per share
Date
Details AMBL purchases 90,693 shares in BHL on the floor of the BSE at $7.00 per share
26-Nov
AMBL purchases 387,996 shares in BHL on the floor of the BSE at $7.00 per share
27-Nov
AMBL purchases 352,014 shares in BHL on the floor of the BSE at $7.00 per share
01-Dec
AMBL purchases 493,759 shares in BHL on the floor of the BSE at $7.00 per share
01-Dec
Court of Appeal hearing in relation to AML application for injunction adjourned after SLU attorneys inform court that announced bid by SLU to be announced that day, thereby revising the closing date of SLU bid until after substantive appeal scheduled to commence on Dec 11
02-Dec
SLU issues amended offer (SLU Amended Offer No. 3) at $7.10 per share; closing date Dec 17
02-Dec
SLU purchases 6,054,354 shares on the floor of the BSE at $7.10 per share **50% acquired**
03-Dec
AMCD posts Notice of Variation on its website, issuing a conditional offer $7.20 if AMCD acquires 51% of remaining shares not already own by AML
03-Dec
SLU purchases 620,777 shares on the floor of the BSE at $7.10 per share
04-Dec
BHL Directors’ Circular No. 6 issued in response to AMCD Amended Offer No. 3 and SLU Amended Offer No. 3
04-Dec
SLU purchases 273,124 shares in BHL on the floor of the BSE at $7.10 per share
07-Dec
SLU purchases 331,897 shares in BHL on the floor of the BSE at $7.10 per share
08-Dec
SLU purchases 889,375 shares in BHL on the floor of the BSE at $7.10 per share
09-Dec
SLU purchases 184,645 shares in BHL on the floor of the BSE at $7.10 per share
10-Dec
SLU purchases 160,354 shares in BHL on the floor of the BSE at $7.10 per share
11-Dec
SLU purchases 34,796 shares in BHL on the floor of the BSE at $7.10 per share
17-Dec
SLU Amended Offer No. 3 closed
27 2015 Annual Report
25-Nov
The Regulatory Roundup 2015 1. Rules of the BSE Further amendments were made to the Rules of the Barbados Stock Exchange Incorporated and were submitted to the Financial Services Commission (Commission) for review and approval. We are currently awaiting a response from the Commission. 2. International Securities Market The Financial Services Commission (Commission) confirmed that it approved The Rules of the International Securities Market on December 22, 2015. Notwithstanding the Commission’s approval of the body of rules, the Commission expects that the BSE will continue to develop the rules and resubmit amended draft rules for consideration and approval. 3. Listings/De-listings • Royal Fidelity TIGRS A fund de-listed from the board of the Exchange on March 18, 2015. • Royal Fidelity TIGRS A1 fund de-listed from the board of the Exchange on August 26, 2015.
The Plan of Arrangement which was proposed as the legal vehicle that will be used to facilitate the Demutualization was heard by Dr. the Honourable Madam Justice Sonia Richards, Judge of the High Court, on November 27, 2015 by the Supreme Court of Barbados in the High Court of Justice. The Order was granted on December 3, 2015. In accordance with the Companies Act of Barbados, a Certificate of Re-organisation/Arrangement was granted to the BSE on December 22, 2015 by the Registrar of Companies. 5. Stamp Duty Adjudication The adjudication process continued to go well and is fully utilized by market participants, stakeholders and the general public. 6. Major Regulatory Objectives for 2016 • The re-organisation of the BSE as a demutualised exchange. • Oversight of the full launch of the International Securities Market in Barbados. • Continue to update the Rules of the BSE to meet the needs of our developing capital market, as well as keeping up to date with IOSCO standards and the requirements of governing legislation. • To conduct Compliance Reviews on at least two member-brokers • Developing the website of the BSE as a source of regulatory information for use by investors, brokers, listed companies, and the general public.
2015 Annual Report
4. Demutualization of the BSE
29
Conclusion Market performance for 2015 could only be described as encouraging. There were marked increases in the levels of negotiated transactions as well as several extraordinary transactions that occurred either pursuant to a takeover, or in a takeover environment, which contributed heavily to the improved performance. It must be noted, however, that the exclusion of these extraordinary transactions would have still resulted in substantial gains in market performance. An examination of the index performance of some exchanges across the globe showed mixed results for most international markets while all regional markets with the exception of the Eastern Caribbean Stock Exchange (ECSE) recording gains in index performance. Table 17, illustrates that all of the international exchanges, with the exception of Nasdaq 100 and the Nikkei 225, experienced decreases in their index measure. The Stock Exchange of Hong Kong’s Hang Seng index was the worst performer under review, recording a decline of 8.15% at the close of 2015 when compared to its December 31, 2014 closing figure. In the Region, the Jamaica Stock Exchange (JSE) recorded the largest increase of 97.36%, followed by the Barbados Stock Exchange Incorporated (BSE) with an increase of 7.42%. The Trinidad and Tobago Stock Exchange (TTSE) recorded a marginal increase of 0.99% while the ECSE recorded a decline of 5.33%.
2015 Annual Report
30
As we look towards 2016, we expect to see continued improvements in market performance despite the challenges being experienced in the wider economy. Having received the requisite approvals for both the demutualization of the BSE and the establishment of the International Securities Market, we expect to complete both activities before the close of the first quarter of 2016. Table 17: Year on Year Index Comparison Index Name
Region/Exchange
Closing Dec 31 2015
Closing Dec 31 2014
4,593.27
4,236.28
8.43%
17,425.03
17,823.07
-2.23%
% Change
Nasdaq 100
NASDAQ
Dow Jones Industrial Average
NASDAQ and New York Stock Exchange
S&P 500
New York Stock Exchange
2,043.94
2,058.90
-0.73%
FTSE 100
London Stock Exchange
6,242.32
6,566.09
-4.93%
Nikkei 225
Tokyo Stock Exchange
19,033.71
17,450.77
9.07%
Hang Seng
Stock Exchange of Hong Kong
21,914.40
23,857.82
-8.15%
BSE Composite Index
Barbados Stock Exchange
656.56
611.23
7.42%
JSE Market Index
Jamaica Stock Exchange
150,692.13
76,353.39
97.36%
TTSE Composite Index
Trinidad and Tobago Stock Exchange
1,162.30
1,150.91
0.99%
ECSE Index
Eastern Caribbean Stock Exchange
133.14
140.64
-5.33%
8th Avenue Belleville, St. Michael BB11114, Barbados T: (246) 436-9871/2 | F: (246) 429-8942 | www.bse.com.bb