This submission was received from a reader of the BU blog. It is apparent to all that BU continue to follow the battle for BS&T with a keen interest. Although the views expressed on BU are our own, we welcome our readers to bring a balanced perspective on this and other issues. We find the BS&T saga to be very intriguing and regret like others have lamented the paucity of information coming from the stakeholders, but more so the passive way the press in Barbados is tackling this matter. We believe that the battle for BS&T represents more than a commercial transaction to be determined by its 3000 shareholders. The transaction must be of strategic interest to the country. BU therefore finds it amazing that the government of the country appears to be on board with this transaction without any fear of the consequences.

 

BU stand firm in its position that BS&T should be declared a “national asset” and the laws of Barbados be amended accordingly,

I think Barbados Underground would agree that the “small” shareholders need to be properly advised and made aware of what their real options are. None of the “analysts” have so far honestly laid out the pros and cons, and varying options available to the shareholders under the two options being offered to them by the would be suitors of BS&T. I’d like to add that the analysts should declare their potential conflicts of interest at the time they publish their articles. Mr. Chris Callender of Fortress Fund Managers should let the public know that BS&T owns 25% of the company that employs him.

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Hey I’m not saying that this is directing his analyzes but hey be fair the public should be made aware of that “little’ fact.

 

However, to Sir Allan Fields who after being found out for trying to “slip” this merger past the public is still doing his utmost best at spin to achieve the “delivery” of BS&T to Neal and Massy. In the Business section of the Advocate, Monday, July 17, 2007, he stated that the two main offers on the table by the two conglomerates from Trinidad are like “Oranges and Apples”.

 

Now ,Sir Allan is “reported” to be intelligent; if that is the case, I believe he thinks that we are all below his level. I would like to say that while he tries to downplay the option of taking the cash offer from Ansa McAl, that offer gives the shareholders more choice than Sir Allan was and is giving them. He states that with the merger option “shareholders will have shares in a large company that is growing at a much faster rate (than BS&T)”.

 

What I want to ask Sir Allan is this.

 

Could the shareholders not take the $7.00 cash from Ansa McAl and buy shares in Neal & Massy of their own accord? From my vantage point they could benefit even greater because as pointed out, the exchange of shares in the merger gives the BS&T shareholders Neal & Massy shares at a value of BDS$5.51. To my mind the shareholders choices are greater then with the cash offer. They can utilize the same $5.51 to buy Neal and Massy or any other stock they chose and additionally have the option to invest the remaining $1.49 ($7.00-$5.51) at their own discretion.

 

Have they not gotten the same as if they accepted your merger Sir Allan? Wouldn’t you have explored this option yourself Sir Allan? Are you saying that your shareholders are so “daft” that they will take the cash and spend it all on consumer goods? Are these not the same shareholders who were “savvy” enough to invest in BS&T stock in the first place?

 

Stop trying to cloud the public and especially your shareholders minds with “non-issues” at a time when they are relying on you for sound professional and generally unbiased advice that is in their best interest.

The Chairman 

Related BU Stories

Sir Allan Fields The Man Behind The Orchestration To Dump Barbados Shipping And Trading To The Trinidadians
What if Ralph Taylor was the CEO of BS&T instead of Anthony King?~Would Barbados Shipping and Trading Find Itself In This Predicament?
Senator Lynette Eastmond Shut Up!
Prime Minister Arthur Prefers A Neal And Massy Deal~Barbados Underground Say So
BS&T Going, Going, Soon To Be Gone~ The Advocate Newspaper Should Go Too

 

14 responses to “The Varying BS&T Agendas: Another BU "Commenter" Has More Questions Than Answers~Who Is Looking After The Interest Of The Small Shareholders?”


  1. Thanks for your submission Mr.Chairman. The reality is simply that the institutional investors will ultimately have the final say. 23% is controlled by N&M and the other top 11 institutional investors control another 30%. So sadly this saga will be determined by the big boys. The small fry will follow.


  2. Don’t cry for us Argentina, or should it be me!

    Yes David, don’t cry! If you retrace some of your earlier post you will find what can only be described as “small investors” who said they were given all the information about the merger and was going to vote in their best interest. Which in a way could really affect the outcome?

    (What nonsense!) Let’s get serious Tony Hoyos in his article talk about a first eleven of institutional investors deciding the sale. Some people still underestimate the situation; Neal & Messy proposed a merger rather than a takeover for a reason.

    If you read and accept from group CEO Anthony King’s press statement one would notice clearly that this was truthfully and carefully crafted; 51% has to vote on a proposed hostile takeover as in the case of ANSA McAl. While only 33% of the shareholders needed to vote for, in this case the merger.

    Because N&M holds 23% and Sagicor 11.4% (that’s your 34%), not even BS&T Pension Fund 3.6% and the third largest institutional investor N.I.S 3.7% would have to approve; these companies representatives on the board already voted unanimously to approve the merger; and you ask about the small investor. They do think they have got say.

    As I said in a previous post, the small investors have got Tony Hoyos and Chris Brower to thank for filing the injunction delaying the process thereby allowing ANSA McAl to get a footing and driving the price up a bit.


  3. “Running with the bulls”

    Two-thirds’ or 67% of all shareholders would have to vote in favor of the merger not 33%. When small and individual investors decide to run with the bulls, they know going in that they’ll be out gunned and out numbered. One share one vote is democracy with shareholders free to vote in their own self-interest. Anything else is nothing but financial apartheid. As for the great white hopes, if Hoyos and Brower are not shareholders, how could they have standing to file an injunction?


  4. Firstly guys, it was not Brewer and Hoyos that filed the injunction. It was a Mr. Kinch who is actually a shareholder.

    However, be that as it may, this is why the small shareholders who we must admit, need to champion their cause if not they’ll be swept along as David said when the “old boys club” gets together and decide which way they are going and it may not be in their best interest. Many are not “savvy” like the big institutional players. Many don’t usually go to the shareholders’ meetings etc. and whether you believe it or not many bought shares still with the old premise in their minds that you buy and hold forever and pass along to the kids or grandkids.

    Hence my call for Mr. Fields and these “analysts” to be more unbiased and objective, reveal all the information and leave the decision to the shareholders. (Yeah right!)


  5. The Chairman,

    Thanks for clearing that up. Now that makes sense because I wouldn’t think that a non-shareholder would have standing. I do not assume that the small investors are financially illiterate, so I’m not sure that they need to be “championed”. And what part of the current proposals are unknown to the small shareholders? And who or what is preventing them from getting clarification on any murky issues from the companies who have made the offers?


  6. To: The Chairman ~ I too like “de gap” would like to thank you for reminding me and setting the record straight on who actually filed the injunction. I mis-spoke on one other occasion when I said it was Tony Hoyos who wrote the article in the The Broad Street Journal; it was in fact Patrick Hoyos who wrote the article. That is what sometimes happen when one post in the wee hours of the morning.

    Having noticed the error in the reread and not having edit privilages, I had to let it go.

    Thank You!


  7. The matter of the BS&T merger is both a disgrace to Barbados and it’s peoples and an insult to their intelligence.

    Ansa Mcal has cleverly gone about this hostile takevover in a manner that is in my opinion very deceptive, misleading and devious and their less than above board conduct has been intentional. If this takeover becomes a reality it will only be a matter of time before Banks Brewery And Pine Dairy is taken over by this foreign predatory and corporate pariah.

    I think what the people of Barbados should seriously focus on is not only the BS&T debacle but seriouslycontemplate and look at ALL of the other Barbadian Industry now in Trinidadian hands. Plus then look at all of the real estate in their and the hands of other foreigners! Then ask why is this happening and what is it all about and the answer will become very clear.

    Trinidad wants to be the major power in CARICOM and the Caribbean region and are mehthodically and systematically aquiring the foreign assets needed to realize their goal. No more so than in Barbados. I think this should be most obvious to most. One also has to wonder or ask what are the implications of all of this should oil of any significance be found in Barbados waters?

    What I find most objectionable is that the Arthur regime has lifted not one finger to stop it but rather has defended it as Ezra Alleyne is doing as a necessary part of “open” borders and “free” trade opportunities.

    I was glad to see the Oppostion leader David Thompson go on the attack about it and his initiative caused others like Sir. Roy, the CEO of Banks Crozier and others to go on the offensive.

    I was saddened to see Bizzy Williams and the CEO of the Goddard conglomerate take a more benign public position on a matter as precipitious as and with the potential for causing serious implications down the road on Barbados and Barbadians as this takeover will surely do if it becomes a done deal!

    I think that people like Sir. David Seale and Kyffen Simpson should speak out too and let us hear where they stand!

    Barbados is not yet passed the economic, political and social point of no return when it comes to turning it around. But it is perilously close to social collapse if serious changes are not made and none more so than stopping the bleeding of selling the island out to “foreign” ownership.


  8. Securities body knocks Hoyos
    Published on: 8/7/07.

    I FEEL that Tony Hoyos has suddenly had a memory lapse for he was on the board that did a merger with the TRINIDAD BANK THAT bought out BNB. Now BNB has the lowest interest rates and YES BNB IS owned by a Trinidad company…I repeat Trindad owns BNB and it is public knowledge Tiny Hoyos was involved in that merger.
    It is not uncommon for companies from other countries to have interests in such countries as America and even The EU countries. This is free enterprise and could put Barbados on the map. Neal and Massey could export Barbados’ products, helping the GDP.
    With Neal and Masey you have to think long term investments and they are located throughout the Caribbean.
    Why is he against a Trinidad company for B S &T when he helped and was partly responsible for a merger with a bank from Trinidad that now owns Barbados National Bank. He was on the board. Which was a great move EXCELLENT BRAVO..Why does he not think that BS&T doing the same thing could be just as profitable..?
    A merger would bring Barbados more capital and open them up into other island and maybe even into the USA as in exporting especially Banks beer. Mount Gay is making a a great name for themselves in the North American market USA and instead of importing more, Barbados could export more. Which makes Barbados depend less on imports but puts them on the map as strong country with great products to export, not just an island you come for fun and Sun….
    I think that also Hoyos should remember that he also was part of the group that sold ICBL ( Insurance corporation Barbados Limited to a Bermuda company when a Barbados company wanted to buy but didn’t have enough capital. Bermuda offered a better lucrative deal and as a group Hoyos helped to sell ICBL to a foreign enity.
    You have to look at the big picture as share holders and keep all options open.
    Why the sudden change of heart? I feel there is no need to insult the wonderful job the present board of BS & T is doing.
    Keep all options open!
    A merger would bring a lot of revenue and capital to Barbados. If he was so worried about Barbados selling out why was he part of the board that sold BNB to a Trinidad Bank Trinidad yes as part of the deal they had to keep the banks name Barbados National Bank but it is owned by a Trinidad company.. which was a smart move and BNB is making record profits…or ICBL? Shareholders need to know this. Where is the loyalty I ask?

    A STOCK HOLDER WHO AINT” FOLLED BY THOSE TWO BULLIES BREWER AND HOYOS

    “If we deny love this is given to us, if we refuse to give love > because we fear the pain of loss, then our lives will be empty, our > loss greater.”

    Tanis, from Weis & Hickman, Dragons of Winter Night


  9. Securities body knocks Hoyos
    Published on: 8/7/07.

    I FEEL that Tony Hoyos has suddenly had a memory lapse for he was on the board that did a merger with the TRINIDAD BANK THAT bought out BNB. Now BNB has the lowest interest rates and YES BNB IS owned by a Trinidad company…I repeat Trindad owns BNB and it is public knowledge Tiny Hoyos was involved in that merger.
    It is not uncommon for companies from other countries to have interests in such countries as America and even The EU countries. This is free enterprise and could put Barbados on the map. Neal and Massey could export Barbados’ products, helping the GDP.
    With Neal and Masey you have to think long term investments and they are located throughout the Caribbean.
    Why is he against a Trinidad company for B S &T when he helped and was partly responsible for a merger with a bank from Trinidad that now owns Barbados National Bank. He was on the board. Which was a great move EXCELLENT BRAVO..Why does he not think that BS&T doing the same thing could be just as profitable..?
    A merger would bring Barbados more capital and open them up into other island and maybe even into the USA as in exporting especially Banks beer. Mount Gay is making a a great name for themselves in the North American market USA and instead of importing more, Barbados could export more. Which makes Barbados depend less on imports but puts them on the map as strong country with great products to export, not just an island you come for fun and Sun….
    I think that also Hoyos should remember that he also was part of the group that sold ICBL ( Insurance corporation Barbados Limited to a Bermuda company when a Barbados company wanted to buy but didn’t have enough capital. Bermuda offered a better lucrative deal and as a group Hoyos helped to sell ICBL to a foreign enity.
    You have to look at the big picture as share holders and keep all options open.
    Why the sudden change of heart? I feel there is no need to insult the wonderful job the present board of BS & T is doing.
    Keep all options open!
    A merger would bring a lot of revenue and capital to Barbados. If he was so worried about Barbados selling out why was he part of the board that sold BNB to a Trinidad Bank Trinidad yes as part of the deal they had to keep the banks name Barbados National Bank but it is owned by a Trinidad company.. which was a smart move and BNB is making record profits…or ICBL? Shareholders need to know this. Where is the loyalty I ask?

    A STOCK HOLDER WHO AINT” FOLLED BY THOSE TWO BULLIES BREWER AND HOYOS

    “If we deny love this is given to us, if we refuse to give love > because we fear the pain of loss, then our lives will be empty, our > loss greater.”

    Tanis, from Weis & Hickman, Dragons of Winter Night


  10. Well Well isn’t this the kettle calling the pot black

    He was on the BOARD that sold BARBADOS national Bank and had plenty of shares and made a killing when he sold Barbados out to Trinidad.

    Can’t anyone see he does things for himself

    he sold the ICBL to Bermuda was on the board now he wants to keep everyting in Barbados what is it Mr Hoyos are you that wishy washy what you would do for the almighty dollar make share holders think you care nice adds waste of time though anyone can see what you really are after your own big piece of the pie and you want a bidding war.

    How can you ask that decent men like Sir Allan fields. Paul Altman, Raplh Taylor resign when 17 out of 20 partners at Price Water house coopers called for your resignation and you know why the other senoir partners wanted you out you rumor has is it was doing a little stealing of clients and embezzlement…HMMM..

    You did get fired…So will you run B S & T the same way you ran Price waterhouse and were fired or shall we niceley say asked demanded to resign…
    You are a hypocrite and my dear sir the way you treat women and fellow people we shall never hear the title { Sir } By either yours or Colins names has Mr.Brewer went to visit the girls in Thailand lately..just pondering


  11. Well Well isn’t this the kettle calling the pot black

    He was on the BOARD that sold BARBADOS national Bank and had plenty of shares and made a killing when he sold Barbados out to Trinidad.

    Can’t anyone see he does things for himself

    he sold the ICBL to Bermuda was on the board now he wants to keep everyting in Barbados what is it Mr Hoyos are you that wishy washy what you would do for the almighty dollar make share holders think you care nice adds waste of time though anyone can see what you really are after your own big piece of the pie and you want a bidding war.

    How can you ask that decent men like Sir Allan fields. Paul Altman, Raplh Taylor resign when 17 out of 20 partners at Price Water house coopers called for your resignation and you know why the other senoir partners wanted you out you rumor has is it was doing a little stealing of clients and embezzlement…HMMM..

    You did get fired…So will you run B S & T the same way you ran Price waterhouse and were fired or shall we niceley say asked demanded to resign…
    You are a hypocrite and my dear sir the way you treat women and fellow people we shall never hear the title { Sir } By either yours or Colins names has Mr.Brewer went to visit the girls in Thailand lately..just pondering


  12. Not a fan of de hypcrite Hoyos ~we need to clarify that the Boards of BNB and ICBL would not have made the decision to sell. Central government would have part of a policy to divest sold off those assets. We also have been hearing of the privatization of CBC which is on the cards. Boards that manage government entities will usually rubber stamp government policy and their roles are more procedural than anything else. The only call you could make is that Hoyos should have resigned in the same way Brewer dis when he chaired the GAIA board.


  13. “Chase those crazy bald heads, outa de yard!” Bob Marley

    David, when are people going to stop trying to equate the selling of BNB a Government entity to RBTT, and the BS&T and N&M proposed merger.

    Governments are not bankers! THAT IS NOT WHAT THEY DO. There are times governments has to divest themselves of entities that are marginally making a profit and collect greater (revenues) annually by way (in this case) of taxes, shares etc; and not be saddled with (expenditures) annually like salaries, etc. and pensions etc long term.

    On the other hand, here we have a collection of Directors who were appointed to the board of a public enterprise, who having brought that cockamamie proposal to its shareholders needs to be run out of town.

    Clearly, “Not a fan of ….” Have not studied that proposal: Let’s take the emotion out of it, and have a truly hard look at what they gave us:
    For every one (1) Merged Entity “headquartered in Trinidad” share; one disposes of 2.75 BS&T shares. OK! Let’s do the math, every 1,000 BS&T shares we get 364 Merged Entity shares; by extension 2,500 BS&T Shares @ 5.25 per share yields a value of $13,125.00 or 910 Merged Entity shares @$14.45 for a value of $13,116.87 NB: (This Merged Entity will be headquartered in Trinidad & Tobago, hence $TT worth one third $BB). Shareholders of BS&T will be crazy to be expected to accept this offer?

    This is like “Three card Monty” at the Garrison if I ever say it. (What nonsense!); How can anyone be sure this new Merged Entity will maintain its value, and for how long going forward. In the name of Wendy Williams, “They need to put that offer where.” Back there!

    I have said before, “don’t cry for me!” now I’m pleading differently. Some of us have to truly thank Tony and Colin for what they have done so far. Now with egg on their faces, N&M has to take their gloves off show me how badly they needed it, and drive this share price where it should be UP.

    Remember in an earlier post I predicted $10.00; now all bets are off, it goes to between $12.00 and $15.00; let the (Supply/Demand) market work.


  14. deMarlehole~everyday we agree more and more with our Bush Tea who comes over to many as a cynic but the leaders of our country, their willingness to buy into the globalization and big business philosophy is not a good fit for our country. We agree that the Trinidadians coming in has served to kick our Barbadian businesses in the asses.

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