Agostini to offer cash to Prestige's holdout shareholders
What's the deal? Agostini LtdDealroom has a profile for this one. Try Dealroom → will offer cash to the dissenting shareholders of Prestige Holdings LtdDealroom has a profile for this one. Try Dealroom → (PHL) who declined its takeover bid, according to a letter the company sent to minority shareholder advocate Peter Permell. The move follows discussions with the Trinidad and Tobago Securities and Exchange Commission over how to handle the remaining minority stake.
Where things stand: Agostini's share swap — 4.8 PHL shares for one Agostini share — formally closed on June 23, 2026. It secured roughly 96.8% of PHL, the restaurant management company. That leaves about 3.2%, or 2,096,416 of PHL's 62,513,002 shares, held by shareholders who did not accept the offer.
Why now? Permell had publicly challenged Agostini in August, alleging it failed to comply with bylaw 26 of the Securities Industry (Takeover) Bylaws, 2005. In a letter dated August 28, 2026, Agostini said it would now proceed with the bylaw 26 process after the Commission's staff communicated its position.
What changes for holdouts? Under bylaw 26, Agostini must send each dissenting shareholder written notice giving them 60 days to require the company to buy their shares. That notice must set a cash price, explain the basis for it, and state where supporting material can be examined.
The fine print: Agostini said it was proceeding "without prejudice" to the legal and interpretative issues it had previously raised about the provision. It added that it "remains committed to ensuring that all shareholders are treated fairly and equitably," according to a letter signed by group chief legal and compliance officer Nadia Jamess-Reyes Tineo.
The signal: The case shows how minority shareholders can use takeover bylaws to press for a cash exit after a share-swap acquisition, forcing an acquirer to formalise terms for those who stayed out.
Image credit: Generated with Gemini
