0001104659-21-003870.txt : 20210113 0001104659-21-003870.hdr.sgml : 20210113 20210113162544 ACCESSION NUMBER: 0001104659-21-003870 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210111 FILED AS OF DATE: 20210113 DATE AS OF CHANGE: 20210113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sagicor Life Jamaica Ltd CENTRAL INDEX KEY: 0001745579 STATE OF INCORPORATION: L8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38012 FILM NUMBER: 21526362 BUSINESS ADDRESS: STREET 1: 28-48 BARBADOS AVENUE CITY: KINGSTON 5 STATE: L8 ZIP: 3166-1 BUSINESS PHONE: 8769298920 MAIL ADDRESS: STREET 1: 28-48 BARBADOS AVENUE CITY: KINGSTON 5 STATE: L8 ZIP: 3166-1 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jamziv Mobay Jamaica Portfolio Ltd CENTRAL INDEX KEY: 0001745580 STATE OF INCORPORATION: L8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38012 FILM NUMBER: 21526363 BUSINESS ADDRESS: STREET 1: 28-48 BARBADOS AVENUE CITY: KINGSTON 5 STATE: L8 ZIP: 3166-1 BUSINESS PHONE: 8769298920 MAIL ADDRESS: STREET 1: 28-48 BARBADOS AVENUE CITY: KINGSTON 5 STATE: L8 ZIP: 3166-1 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sagicor Financial Co Ltd. CENTRAL INDEX KEY: 0001720021 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38012 FILM NUMBER: 21526364 BUSINESS ADDRESS: STREET 1: CECIL F DE CAIRES BUILDING CITY: WILDEY, ST. MICHAEL STATE: C8 ZIP: BB15096 BUSINESS PHONE: 416-360-8248 MAIL ADDRESS: STREET 1: CECIL F DE CAIRES BUILDING CITY: WILDEY, ST. MICHAEL STATE: C8 ZIP: BB15096 FORMER NAME: FORMER CONFORMED NAME: Alignvest Acquisition II Corp DATE OF NAME CHANGE: 20171018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sagicor Financial Corp Ltd CENTRAL INDEX KEY: 0001744938 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38012 FILM NUMBER: 21526365 BUSINESS ADDRESS: STREET 1: CECIL F DE CAIRES BUILDING, WILDEY CITY: ST. MICHAEL STATE: C8 ZIP: BB15096 BUSINESS PHONE: 2464677500 MAIL ADDRESS: STREET 1: CECIL F DE CAIRES BUILDING, WILDEY CITY: ST. MICHAEL STATE: C8 ZIP: BB15096 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sagicor Investments Jamaica Ltd CENTRAL INDEX KEY: 0001745934 STATE OF INCORPORATION: L8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38012 FILM NUMBER: 21526366 BUSINESS ADDRESS: STREET 1: BLOCK C, 85 HOPE ROAD CITY: KINGSTON STATE: L8 ZIP: 3166-1 BUSINESS PHONE: 8769298920 MAIL ADDRESS: STREET 1: BLOCK C, 85 HOPE ROAD CITY: KINGSTON STATE: L8 ZIP: 3166-1 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Playa Hotels & Resorts N.V. CENTRAL INDEX KEY: 0001692412 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: PRINS BERNHARDPLEIN 200 STREET 2: 1097 JB CITY: AMSTERDAM STATE: P7 ZIP: 1097 JB BUSINESS PHONE: 31-208-081-081 MAIL ADDRESS: STREET 1: PRINS BERNHARDPLEIN 200 STREET 2: 1097 JB CITY: AMSTERDAM STATE: P7 ZIP: 1097 JB FORMER COMPANY: FORMER CONFORMED NAME: Porto Holdco B.V. DATE OF NAME CHANGE: 20161215 4 1 tm213003-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-01-11 1 0001692412 Playa Hotels & Resorts N.V. PLYA 0001720021 Sagicor Financial Co Ltd. CECIL F DE CAIRES BUILDING WILDEY, ST MICHAEL C8 BB15096 BARBADOS 0 0 1 0 0001744938 Sagicor Financial Corp Ltd CECIL F DE CAIRES BUILDING WILDEY, ST MICHAEL C8 BB15096 BARBADOS 0 1 0 0 Group President & CEO 0001745934 Sagicor Investments Jamaica Ltd 85 HOPE ROAD KINGSTON 6, JAMAICA L8 3166-1 JAMAICA 1 0 0 0 0001745579 Sagicor Life Jamaica Ltd 28-48 BARBADOS AVENUE KINGSTON 5, JAMAICA L8 3166-1 JAMAICA 1 0 0 0 0001745580 Jamziv Mobay Jamaica Portfolio Ltd 28-48 BARBADOS AVENUE KINGSTON 5, JAMAICA L8 3166-1 JAMAICA 1 0 0 0 Ordinary Shares, par value (euro) 0.10 per share 2021-01-11 4 J 0 11499000 5.00 D 10001000 I See Footnote Disposed in the underwritten secondary offering by of shares held directly by Jamziv Mobay Jamaica Portfolio Limited, a special-purpose entity formed for the purpose of acquiring ordinary shares of the Issuer ("JMJPL"). The 10,001,000 ordinary shares (the "Reported Shares") reflected in column 5 are beneficially owned by Sagicor Financial Company Ltd. ("New Sagicor") as follows: 1,500,000 of such Reported Shares are directly held by Sagicor Financial Corporation Limited ("Old Sagicor"), a wholly owned direct subsidiary of the New Sagicor, and 8,501,000 of such Reported Shares (the "Jamziv Shares") are held directly by JMJPL. JMJPL is 51.86% owned directly by the Sagicor Real Estate X Fund Limited ("X Fund"). The X Fund group's combined shareholding of JMJPL is 60.81%, as X Fund Properties Limited, a wholly owned subsidiary of X Fund, holds 8.95% of JMJPL. X Fund is 52.73% owned by the Sagicor Pooled Investment Funds Limited ("SPIF"), which has delegated investment management authority over its assets reported herein to Sagicor Life Jamaica Limited ("SLJ"). SLJ holds voting and dispositive control over the assets of SPIF including the Jamziv Shares. JCSD Trustee Services Limited, a company incorporated under the laws of Jamaica ("JCSD"), owns 39.19% of JMJPL as trustee for Sigma Real Estate Portfolio, a portfolio of the Sagicor Sigma Global Funds, a collective investment scheme. JCSD does not have voting and dispositive power over the Jamziv Shares and has appointed Sagicor Investments Jamaica Limited, a company formed under the laws of Jamaica ("SIJ") as its investment manager, providing SIJ with voting and dispositive power over the Jamziv Shares. SIJ has delegated to SLJ its investment management authority over Jamziv Shares, which delegation may be terminated. Accordingly, SLJ shares voting and dispositive power over the Jamziv Shares with SIJ. New Sagicor, through its ownership interest in Old Sagicor (which in turn is an owner of Sagicor Group Jamaica Limited (the parent company of each of SIJ and SLJ)), is the ultimate controlling person of SLJ and SIJ with respect to the beneficial ownership of the Jamziv Shares. Each of New Sagicor, Old Sagicor, SLJ, SIJ and JMJPL disclaims beneficial ownership of the Reported Shares except to the extent of that person's pecuniary interest therein. Sagicor Financial Company Ltd. By: /s/ Dodridge D. Miller Dodridge D. Miller, Group President & Chief Executive Officer 2021-01-13 Sagicor Financial Corporation Limited By: /s/ Dodridge D. Miller Dodridge D. Miller, Group President & Chief Executive Officer 2021-01-13 Sagicor Life Jamaica Limited By: /s/ Christopher W. Zacca Christopher W. Zacca, Director 2021-01-13 Sagicor Investments Jamaica Limited By: /s/ Christopher W. Zacca Christopher W. Zacca, Director 2021-01-13 Jamziv Mobay Jamaica Portfolio Limited By: /s/ Christopher W. Zacca Christopher W. Zacca, Director 2021-01-13