Re­gion­al in­vestors be­gan 2026 con­fronting an ear­ly test of con­fi­dence af­ter three com­pa­nies linked to fi­nan­cial­ly trou­bled, Ja­maican-born in­vestor, Michael Lee-Chin, failed to make the first sched­uled pay­ment of US$94.1 mil­lion un­der a re­cent­ly ap­proved debt re­struc­tur­ing.

The three com­pa­nies, Port­land (Bar­ba­dos) Ltd (PBL), AIC (Bar­ba­dos) and Spe­cial­ty Cof­fee In­vest­ment Com­pa­ny (SCI), in De­cem­ber, se­cured in­vestor ap­proval across 14 bond­hold­er groups to reg­u­larise more than US$297 mil­lion in out­stand­ing oblig­a­tions. Un­der the agreed frame­work, the first pay­ment—due on De­cem­ber 31—com­prised US$75 mil­lion in par­tial prin­ci­pal re­pay­ment and US$19.09 mil­lion in ac­crued in­ter­est up to Sep­tem­ber 5, 2025. The prin­ci­pal com­po­nent rep­re­sents rough­ly 25 per cent of the out­stand­ing bal­ance.

In­stead of the pay­ment, in­vestors re­ceived a state­ment from Lee-Chin in­di­cat­ing that a “struc­tured and time-bound re­view” was un­der way at AIC (Bar­ba­dos) to as­sess bond re­pay­ment op­tions. The state­ment out­lined that al­ter­na­tives un­der con­sid­er­a­tion in­clud­ed full re­pay­ment of the US$297 mil­lion, set­tle­ment of the im­me­di­ate amount of US$94.1 mil­lion with­in the 45-day cure pe­ri­od and the pos­si­ble sale of Lee-Chin’s share­hold­ing in NCB Fi­nan­cial Group Ltd (NCBFG).

“The process is fo­cussed on iden­ti­fy­ing a re­spon­si­ble so­lu­tion that best serves all stake­hold­ers. I ap­pre­ci­ate the con­struc­tive di­a­logue with bond­hold­ers and re­main ful­ly com­mit­ted to meet­ing these oblig­a­tions in an or­der­ly and trans­par­ent man­ner,” said Lee-Chin, in the state­ment.

He in­di­cat­ed that a de­ci­sion on the pre­ferred course of ac­tion was ex­pect­ed with­in two weeks and ex­pressed con­fi­dence that the re­view would lead to a pos­i­tive out­come and the ho­n­our­ing of oblig­a­tions to bond­hold­ers.

In a no­tice to bond­hold­ers late Wednes­day, JCSD Trustee Ser­vices Ltd, the trustee of all the bonds, con­firmed that no pay­ment was re­ceived on De­cem­ber 31, and ad­vised that the is­suer had in­di­cat­ed an in­ten­tion to re­mit the funds on or be­fore Jan­u­ary 26.

“In ac­cor­dance with the res­o­lu­tion, if both pay­ments at (a) and (b) are not made, the trustee is com­mit­ted to pur­su­ing the in­struc­tions out­lined in the res­o­lu­tion. We will pro­vide an up­date on the steps be­ing tak­en in ac­cor­dance with the pro­vi­sions of the res­o­lu­tion for con­di­tion­al for­bear­ance in the week of the 5th of Jan­u­ary 2026,” the trustee stat­ed. In that last sen­tence, (a) refers to US$19.09 mil­lion and (b) to US$75 mil­lion.

Lee-Chin’s as­sur­ances con­trast with con­cerns raised weeks ear­li­er. At a No­vem­ber 26 town hall meet­ing, sev­er­al note­hold­ers ques­tioned Lee-Chin’s abil­i­ty to meet the De­cem­ber 31 dead­line. Christo­pher Za­c­ca, chair­man of the ne­go­ti­at­ing com­mit­tee and CEO of Sagi­cor Group Ja­maica, told in­vestors that Lee-Chin had main­tained that fund­ing was avail­able.

“We took the view that it’s not our place to ex­hib­it con­fi­dence or not. We were told by the is­suer that they are con­fi­dent that this mon­ey will be there,” Za­c­ca ex­plained in his re­sponse.

The missed pay­ment has nonethe­less un­set­tled note­hold­ers who had struc­tured Jan­u­ary cash-flow ex­pec­ta­tions around re­ceipt of the first tranche. The re­struc­tur­ing res­o­lu­tion, ap­proved be­tween De­cem­ber 2 and 11, passed with more than 75 per cent sup­port.

The US$297 mil­lion debt is se­cured by 1.024 bil­lion or­di­nary shares in NCBFG, rep­re­sent­ing 39.62 per cent of NCBFG’s is­sued share cap­i­tal. The val­ue of the share col­lat­er­al pledged by Lee-Chin was worth US$248.76 mil­lion on Wednes­day, about US$50 mil­lion short of the debt it is re­quired to se­cure.

NCBFG’s Ju­ly 2025 in­ter­na­tion­al bond prospec­tus for US$225 mil­lion notes that 50.5 per cent of NCBFG’s shares have al­ready been pledged as col­lat­er­al for bonds is­sued by com­pa­nies ma­jor­i­ty-owned by Lee-Chin, in­clud­ing AIC, AIC Glob­al and Port­land Hold­ings Inc.

What fol­lows from the missed dead­line

The fail­ure to make the De­cem­ber 31 pay­ment has ac­ti­vat­ed sev­er­al pro­vi­sions em­bed­ded in the ap­proved res­o­lu­tion. First, de­fault in­ter­est is now ac­cru­ing on the US$94 mil­lion bal­ance from the date of the event of de­fault.

Sec­ond, a 45-day cure pe­ri­od has com­menced, dur­ing which Lee-Chin’s com­pa­nies may still sat­is­fy the missed pay­ment. Ab­sent that, JCSD Trustee Ser­vices would be re­quired to is­sue a no­tice of ac­cel­er­a­tion, ren­der­ing the en­tire out­stand­ing bal­ance im­me­di­ate­ly due and payable. En­force­ment mea­sures would then fol­low, in­clud­ing seizure of the 1.024 bil­lion NCBFG shares pledged as se­cu­ri­ty, for the three com­pa­nies that is­sued the US$297 mil­lion in debt.

A Jan­u­ary 1 re­port by the Ja­maica Ob­serv­er in­di­cat­ed that the fail­ure to meet the new dead­line al­so ac­ti­vates a note­hold­er in­struc­tion to pur­sue le­gal en­force­ment, in­clud­ing the fil­ing of an orig­i­nat­ing sum­mons and fixed-date claim be­fore the Ja­maican Supreme Court. The re­struc­tur­ing al­so re­quires Lee-Chin to present a com­pre­hen­sive re­pay­ment plan for the re­main­ing US$203 mil­lion prin­ci­pal by March 31.

No pledged NCBFG shares will be re­leased un­til the debt is ful­ly re­paid, with div­i­dends ap­plied against ac­crued in­ter­est.

The missed pay­ment al­so re­calls re­cent prece­dent. In April 2024, AIC (Bar­ba­dos) failed to meet a US$23 mil­lion bond pay­ment and sub­se­quent­ly ne­go­ti­at­ed re­vised terms through trustee Re­pub­lic Bank Ltd. That arrange­ment al­so saw de­layed and in­com­plete pay­ments, trig­ger­ing an in­crease in in­ter­est from 8.25 per cent to 12.25 per cent. Around that pe­ri­od, NCBFG shares were sold on the Ja­maica Stock Ex­change, ap­par­ent­ly to ad­dress fund­ing short­falls.

Re­gion­al im­pli­ca­tions

The de­vel­op­ments are be­ing close­ly mon­i­tored across the re­gion. NCBFG’s in­ter­na­tion­al bond con­tains a change-of-con­trol clause re­quir­ing the group to re­pur­chase the en­tire US$225 mil­lion bond, at 11 per cent in­ter­est, if a sin­gle par­ty or group ac­quires 50 per cent or more of vot­ing pow­er. That bond is se­cured by NCBFG’s 61.77 per cent stake in Guardian Hold­ings Ltd (GHL), head­quar­tered in West­moor­ings. The val­ue of NCBFG’s share­hold­ing in GHL on Wednes­day was US$313.29 mil­lion.

NCBFG’s share price moved low­er on the JSE on Wednes­day fol­low­ing con­fir­ma­tion of the missed pay­ment, ex­tend­ing a weak per­for­mance that has now left the stock down 23 per cent for 2025. NCBFG de­clined by 19.67 per cent on the T&T Stock Ex­change in 2025. At that lev­el, NCBFG’s mar­ket cap­i­tal­i­sa­tion stands at ap­prox­i­mate­ly J$100.45 bil­lion, equiv­a­lent to about US$627.81 mil­lion.