KINGSTON, Jamaica — Scotiabank Caribbean Holdings Limited, the majority stakeholder of Scotia Group Jamaica Limited (SGJL), has unveiled a definitive plan to take the Jamaican financial group private via a full cash buyout of all outstanding minority shares, marking one of the most notable regional financial transactions in recent years.
As confirmed in SGJL’s official announcement released Friday, the parent firm already holds a controlling 71.78 per cent stake in the Jamaican subsidiary. Under the terms of the binding arrangement agreement, Scotiabank Caribbean will acquire every remaining SGJL share that it does not currently own at a price of $61.50 per share in cash. The proposed deal carries a 13 per cent premium to the 30-day volume-weighted average trading price of SGJL shares on the Jamaica Stock Exchange, calculated up to June 11 — the final trading session ahead of the public announcement.
Several regulatory and procedural hurdles must be cleared before the transaction can be completed. These include formal approval from the Supreme Court of Jamaica, a majority vote in favor from minority shareholders who attend and cast ballots at planned shareholder meetings, and support from at least 75 per cent of voting minority shareholders by share value. The transaction will proceed through a court-sanctioned Scheme of Arrangement under Jamaica’s Companies Act, a standard structure for public-to-private conversions in the jurisdiction.
Leadership across the Scotiabank group emphasized that the move aligns with the bank’s long-term strategic priorities for the Caribbean region. “With a legacy of nearly 137 years in Jamaica, this transaction reflects our ongoing commitment to our operations in the country,” stated Francisco Aristeguieta, group head of international and global transaction banking at Scotiabania. Jabar Singh, Scotiabank’s president for the Dominican Republic and the Caribbean, added that Jamaica and the broader Caribbean region remain core to Scotiabank’s global growth strategy.
SGJL President and Chief Executive Officer Audrey Tugwell Henry noted that taking the firm private will unlock operational and strategic benefits for the business. The transaction is designed to boost both capital and operational efficiency, allowing the bank’s leadership to adapt more rapidly to emerging market opportunities while sharpening focus on long-term value creation and expansion of core banking services. SGJL also confirmed that completion of the deal will not result in material changes to the group’s ongoing day-to-day operations.
The deal has already secured formal backing from SGJL’s board of directors, following a review by an independent committee of disinterested directors, with all board members facing conflicts of interest recusing themselves from the process. Independent financial adviser Ernst & Young Services Limited was engaged to conduct a third-party valuation of the offer and issued a formal opinion confirming the deal’s fairness to minority shareholders.
Shareholder meetings to vote on the proposal are scheduled to take place in the coming months. If all approvals are secured, the transaction is on track to close in the fourth quarter of 2026. To accommodate diverse shareholder needs, minority investors will have the choice to receive their payout in either Jamaican dollars or U.S. dollars, with the U.S. dollar conversion calculated based on the Bank of Jamaica’s weighted average selling rate three working days prior to final settlement.
As of the most recent reporting date of October 31, 2025, SGJL reported total assets of $774 billion. Scotiabank’s presence in Jamaica dates back to 1889, and the bank currently employs approximately 1,800 people across 28 local branches, making it one of the largest established financial institutions operating in the country.