Ogier advises Cayman National on second landmark M&A transaction under CSX Takeovers Code

Ogier has acted as lead counsel to Cayman National Corporation Ltd on its response to the recent offer to acquire its outstanding shares by Republic Financial Holdings Limited.

Republic Financial Holdings Limited (RFHL) – acting through its wholly owned subsidiary Republic Bank Trinidad and Tobago (Barbados) Limited – offered US$7.75 per share for the remaining 10.59 million ordinary shares in Cayman National which it did not own. This offer was made pursuant to the Cayman Islands Stock Exchange’s Takeover Code (Takeovers Code).

Prior to this offer, RFHL already held nearly 75% of Cayman National’s issued share capital. This transaction, which closed in August 2025, brings RFHL’s ownership of Cayman National to approximately 87%.

Having traded on the Cayman Islands Stock Exchange for 27 years, the transaction also included the voluntary delisting of Cayman National shares from the Cayman Islands Stock Exchange, a process which required the approval of the shareholders of Cayman National at an extraordinary general meeting held on 8 August 2025.

The Ogier team was led by partner Cynthia Anandajayasekeram, who specialises in both public and private domestic and cross border M&A transactions, with support from practice partner James Bergstrom and senior associate Laura O'Byrne.

Both Cynthia and James have acted as lead counsel to Cayman National on other significant M&A transactions, including advising Cayman National on its response to the initial offer made by RFHL to acquire up to 74.98% of its issued capital in 2019 – the first ever public M&A transaction pursuant to the Takeovers Code in the Cayman Islands.
 
Cynthia said: "We are truly honoured to have supported Cayman National on this milestone transaction. It is a privilege to work alongside their management and in-house legal team, and we are proud to have contributed our market-leading expertise on such a significant deal in the region. Ogier's involvement underscores our capabilities in advising on complex M&A transactions within the Cayman Islands and cross-border markets."

Ogier’s Cayman Islands Corporate law team continues to lead the market in advising on high-value and transformational transactions, reinforcing the team’s reputation for providing clear, commercial legal advice on the most significant deals both locally and internationally.