GPG Corporate M&A 2025 Vol 1

BARBADOS Trends and Developments Contributed by: Debbie Fraser, Joanna M Austin and Makela Harrison-Yarde, Fraser Law

Introduction While Barbados may be considered a relatively small M&A market, there is nonetheless signifi - cant M&A activity in the country, generally com - prising: • M&A involving business entities mainly trad - ing and doing business with the public in Bar - bados, and in the Caribbean region, through the sale of products or delivery of services; and • M&A transactions within Barbados’ interna - tional business sector, which largely involve the indirect acquisition of subsidiary entities incorporated and registered in Barbados that are part of international corporate structures, and where the ultimate beneficial owners reside outside of Barbados. Unlike M&A occurring amongst entities operat - ing in the domestic market, M&A occurring within the international business sector and resulting in the indirect acquisition of a Barbados subsidiary are not generally public knowledge. This guide will focus largely on domestic M&A. Market Activity Within Barbados, M&A activity in the past three to five years has been consistent, and there has been an upward trend in M&A in a variety of industries ranging from energy to wines/spirits, telecommunications, manufacturing, pharma - ceuticals, automotive and financial services. Barbados businesses continue to attract foreign investors, both from the Caribbean region and internationally. In 2019, the Canadian company Parkland Fuel Corporation acquired 75% of the shareholding in a local entity, Sol Investments Ltd, the Caribbean region’s largest fuel pro - vider – with subsidiaries owning several lique - fied petroleum gas (LPG) products and service

stations throughout the Caribbean – from SOL Group Ltd for USD1.21 billion. In 2022, Simp - son Motors Ltd, the automotive dealer of the Simpson Group and its affiliate Interamericana Trading Corporation, were acquired by the global automotive distributor INCHAPE in an acquisi - tion estimated at approximately GBP50 million to GBP55 million. In 2022, the Bermuda-based Coralisle Group (CG) Ltd acquired the local - ly based Massy United Insurance Ltd from a regional conglomerate Massy Holdings Limited in a deal estimated at USD90.5 million. In 2024, Republic Bank (Barbados) Limited, a subsidi - ary of a Trinidad-based parent, completed the transfer of its 100% shareholding in its invest - ment fund company to VM Wealth (Barbados) Ltd, which is owned by a Jamaican group of companies. There have been many smaller M&A transac - tions across sectors. Barbados businesses have remained attractive to owners in the Republic of Trinidad and Tobago and Jamaica, who have driven most of the more recent smaller M&A transactions. Agostini, a publicly traded com - pany listed on the Trinidad and Tobago Stock Exchange, acquired 100% of the shareholding of the holding company of Barbados’ oldest pharmacy and its affiliated pharmaceutical labo - ratory. The Jamaican company Proven Invest - ments Ltd. followed up its 2021 acquisition of 50.5% of the shareholding of Barbados’ largest feed manufacturer with the 2024 acquisition of a 50.5% share in a real estate entity. Regulatory and Compliance Framework and Activity Barbados has a robust regulatory and compli - ance framework, ensuring that M&A transactions that directly impact the public do not result in avoidable market dominance. M&A of Barbados entities are regulated by the Fair Trading Com -

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