Date: January 21, 2018

Barita Investments Limited (BIL) has advised that at an Extraordinary General Meeting of its shareholders held on Thursday, January 17, 2019, the following Resolutions were passed:

Resolution No.1

“THAT the Company hereby approves the issue of ordinary shares (in this resolution “New Ordinary Shares”) part of the authorised capital of up to 262,280,484 ordinary shares currently unissued, the same to be offered to the holders of ordinary shares/stock units by way of a Rights Issue on such terms (including the number of New Ordinary Shares, the price per New Ordinary Share, the proportion of New Ordinary Shares to be offered in relation to existing ordinary shares/stock units held by the holders thereof and the record date for determining the eligibility of such ordinary stockholders to subscribe for New Ordinary Shares) in each case as the Directors and/or any duly appointed Committee of Directors shall determine AND THAT the Directors be authorized to dispose of all such New Ordinary Shares not taken up by holders of ordinary shares/stock units to whom the offer is made, on terms and conditions as the Directors may consider expedient in their absolute discretion. FURTHER that on issue, the new Ordinary Shares shall be converted and/or confirmed to be ordinary stock units, save that the same shall rank in all respects pari passu with the existing ordinary stock units of the Company.”

Resolution No. 2

“THAT the Directors and the Secretary of the Company do execute all steps and documents and are hereby authorized to execute all steps and documents in order to implement and effectuate the Rights Issue, in each case as aforementioned and to dispose of all such New Ordinary Shares not taken up by Allottees on terms and conditions as the Directors may consider expedient in their absolute discretion, in consultation with the Arranger for the Rights Issue, Sagicor Investments Jamaica Limited.”

BIL further advised that subsequent to the Extraordinary General Meeting, the Board of Directors met on January 17, 2019, and passed the following Board Resolution for a Rights Issue to Ordinary Stockholders of Barita Investments Limited as below:

RESOLUTION:

“THAT the Company do offer to the holders of ordinary shares/stock units in the capital of the Company up to 262,280,484 ordinary shares (in this resolution “New Ordinary Shares”) part of the authorised capital, the same to be offered pursuant to a Non-Renounceable Rights Issue on the following terms:

1. Offer price of J$15.50 per New Ordinary Share;
2. Offer to Stockholders of the Company as at a Record Date of February 5, 2019;
3. Offer to Open on February 25, 2019;
4. Last date for splitting to be March 11, 2019;
5. Offer to Close on March 18, 2019 for acceptance by Existing Ordinary Stockholders/Renouncees;
6. Offer to Close on March 25, 2019 for acceptance by applicants for Excess Shares (not taken up by Allottees under the Letter of Provisional Allotment).
7. The share allocation ratio will be ten (10) additional shares for every seventeen shares owned by existing shareholders.”