Offer by Agostini Limited (AGL) to purchase 100% shareholding of Prestige Holdings (PHL)

Agostini Limited (AGL) is offering to acquire all outstanding Prestige Holdings Limited (PHL) shares at a swap rate of 4.8 PHL shares for 1 AGL share. Any fractional shares resulting from the exchange will be compensated via a cash payment based on the market price of AGL shares on the day the swap is executed by the Trinidad & Tobago Stock Exchange (TTSE).

* The date that the incremental cash payment would be available in the shareholders’ Bank Account may vary based on the Financial Institution receiving the funds.

For more information on this Offer, please visit Agostini’s website

No. The acceptance form requires that the offer, once accepted, encompasses all PHL shares held in the shareholder’s brokerage account. Partial acceptances will not be permitted.

Yes, trading in both PHL and AGL shares will continue as usual during the offer period.

Note: Once a Share Swap Acceptance form is submitted and PHL shares are subsequently purchased, all available shares in the shareholder’s Brokerage Account, as at the Offer close date, would be swapped, at the declared swap rate, for AGL shares.

Yes, a Brokerage Account is required for the Share Swap application to be submitted. If you hold Prestige Holdings Limited Share Certificates, you will be required to:

1. Open a Brokerage Account
2. Lodge/deposit the Share Certificates
3. Complete a Share Swap form.

Note: This process takes a minimum of 2 business days

To open a brokerage account, please click here to begin the process. You will be contacted for an appointment.

Yes. However, the financial institution holding the pledge must complete a Pledge Release form and confirm acceptance of the AGL shares issued in exchange for the pledged PHL shares.

No. The cost to release the pledge and affix a new pledge on the AGL shares will be covered by AGL.

Shareholders who have lost PHL Share Certificates will be required to:

1. Visit The Trinidad and Tobago Central Depository Limited (TTCD) to complete and receive a Lost Certificate Indemnity Form. 

The TTCD can be contacted via:

• Email: registrar@stockex.co.tt OR
• Phone: 625-5107 Ext 227, 255, 244 OR
• Office Visit: 10th Floor Nicholas Tower, 63-65 Independence Square, Port of Spain, Trinidad

2. Visit a Commissioner of Affidavits or a Notary Republic to have the Lost Certificate Indemnity Form notarized

Agositini Limited would cover the cost of the certification of the Lost Certificate Indemnity Form once completed at the following locations:

• Port Of Spain- Pollonais Blanc de la Bastide & Jacelon- 612-7235 x274
• San Fernando – Ms. Radha Persad : 11 Irving Street, San Fernando- 657-2620 OR Mr. Ronald Deane: 6 Lewis Street- 467-5557
• Chaguanas- Karan Nancoo, Light Pole 7A, Ramsaran St, Chaguanas.-761-6830.
• Tobago: Dunstan Morgan Denoon, Booklet Street Scarborough. -767-2132

3. Advertise the lost certificate in any daily newspaper for 24 hours

Special Arrangements have been made by Agostini Limited through your Stockbroker. Contact your registered Stockbroker for more details.

4. Open a Brokerage Account: walk with the indemnity form along with the advertisement (actual newspaper page showing the date) and the receipt for the payment for the placement of the advertisement.

To open a brokerage account, please click here to begin the process

5. Complete the Share Swap Acceptance Form and submit to your Broker

Note: This process can be facilitated up to no later than 14th July 2025.

Shareholders who are unavailable during the offer period should:

• Contact their broker to ensure their acceptance forms are completed and submitted on time. The absent shareholder can complete and sign the share swap acceptance form, have it notarised by a Notary Republic or Commissioner of Affidavits and have the original documents delivered to the Stockbroker. Stockbrokers are required to ensure compliance with the KYC (Know Your Customer) requirements including, but not limited to, provisions related to non-face-to-face customers.
• Alternatively, the shareholder can appoint a proxy or representative to act on their behalf.  The Power of Attorney (POA) must clearly authorise this person to carry out any transactions related to investment securities such as purchasing, disposing or managing shares and to execute all related instructions. (POAs drawn outside of Trinidad and Tobago must be registered in Trinidad and Tobago)

In cases where a shareholder is deceased and the estate is in probate, the executor or administrator of the estate should contact the broker or relevant authority to facilitate the acceptance of the offer. Legal documentation may be required to complete the process.

All incremental cash payments will be made to the Bank Mandate account on file for the shareholder. Please confirm your Bank Mandate details with your broker and update it if necessary.

AGL shares will be credited to your account within 10 days after the Offer closes.

Any declared Dividends on PHL shares will continue until the offer is completed and PHL is de-listed. After the swap, shareholders will be eligible for dividends of AGL shares, subject to AGL’s dividend policy.

Shareholders will be updated via any of the following:

• Notices and circulars issued by AGL or PHL
• Public press releases by AGL or PHL
• First Citizens Group’s Website
• Direct communication from registered Stockbrokers