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Monday, May 19, 2025

Clico agrees to sell MHIL shares to Govt

...but share reg­is­ter not up­dat­ed, says Min­is­ter Bri­an Man­ning

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753 days ago
20230427

Cli­co has en­tered in­to agree­ments to sell its 36.63 per cent share­hold­ing in Methanol Hold­ings In­ter­na­tion­al Ltd (MHIL) to the Gov­ern­ment and the whol­ly state-owned Na­tion­al In­vest­ment Fund Hold­ing Com­pa­ny (NIF), Min­is­ter in the Min­istry of Fi­nance, Bri­an Man­ning told the Sen­ate on Tues­day.

Man­ning said on Jan­u­ary 9, 2023, the Gov­ern­ment ac­cept­ed an of­fer to pur­chase 19.63 per cent of the 36.63 per cent of MHIL that Cli­co of­fered for sale.

He said that on Feb­ru­ary 21, 2023, NIF ac­cept­ed an of­fer from Cli­co to ac­quire the re­main­ing 17 per cent share­hold­ing that Cli­co of­fered for sale.

Both the Gov­ern­ment and NIF paid the val­u­a­tion price that re­sult­ed from a val­u­a­tion of Cli­co’s share­hold­ing in MHIL that was com­plet­ed last year, Man­ning said. He did not dis­close the price that the Gov­ern­ment and NIF paid for the shares or the val­u­a­tion of the shares.

Cli­co, which orig­i­nal­ly owned 56.52 per cent of MHIL, plans to re­tain a 19.9 per cent stake in the methanol com­pa­ny, as pre­scribed by the In­sur­ance Act.

“To date, Cli­co has signed share ac­qui­si­tion agree­ments and share trans­fer forms with the Gov­ern­ment of the Re­pub­lic of Trinidad and To­ba­go and NIF. But the share reg­is­ter of MHIL has not yet been amend­ed to re­flect the trans­fers,” Man­ning said.

He al­so said none of the shares held by Cli­co in MHIL have been sold to the Pro­man group.

Cli­co was oblig­ed by the share­hold­ers’ agree­ment, through which MHIL was es­tab­lished, to of­fer its shares in the com­pa­ny to Pro­man. That agree­ment stip­u­lat­ed that each of the two share­hold­ers of MHIL, Cli­co and Pro­man, had the right of first re­fusal if the oth­er par­ty want­ed to sell its shares.

He said Cli­co of­fered the 36.63 per cent stake in MHIL to Con­sol­i­dat­ed En­er­gy Ltd (CEL), by let­ter dat­ed No­vem­ber 1, 2022.

Man­ning said: “In ac­cor­dance with the share val­u­a­tion agree­ment and the in­de­pen­dent val­u­a­tion re­port, CEL re­spond­ed to Cli­co’s of­fer with counter of­fers as to quan­ti­ties, price and con­di­tions that were all out­side of the share val­u­a­tion agree­ment and the of­fer made to them.

“Hence, CEL’s re­sponse was deemed by Cli­co to be a re­jec­tion of its of­fer.”

Cli­co then pro­ceed­ed to of­fer the MHIL shares to the Gov­ern­ment.

He said on No­vem­ber 2, 2021, Cli­co en­tered in­to a joint share val­u­a­tion agree­ment with CEL, to con­duct an in­de­pen­dent val­u­a­tion of the shares of MHIL.

Man­ning said it was agreed that Cli­co would of­fer CEL a max­i­mum of 36.63 per cent and a min­i­mum of 16 per cent shares in MHIL.

It was al­so agreed, he said, that any shares of­fered to CEL but not tak­en up by the com­pa­ny, would be of­fered to the Gov­ern­ment for debt re­duc­tion and that any re­main­ing shares would be of­fered to a non-com­pet­i­tive, third par­ty.

“The max­i­mum of­fer of 36.63 per cent of MHIL was suf­fi­cient to cov­er the out­stand­ing debt owed to the Gov­ern­ment of the Re­pub­lic of T&T, while al­low­ing Cli­co to re­tain the max­i­mum per­cent­age hold­ing per­mit­ted by the In­sur­ance Act of 2018, which is 20 per cent,” Man­ning said.

Man­ning made the state­ment in re­sponse to a mo­tion on the ad­journ­ment brought by Op­po­si­tion Sen­a­tor, Wade Mark.

MHIL is an in­vest­ment hold­ing com­pa­ny for shares owned by Cli­co and Pro­man in the methanol pro­duc­er based in the Mid­dle East­ern coun­try of Oman.


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