THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU) NO 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("UK MAR"). ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
CEIBA INVESTMENTS LIMITED
("CEIBA" or the "Company")
(TICKER CBA, ISIN: GG00BFMDJH11)
Legal Entity Identifier: 213800XGY151JV5B1E88
U.S. SANCTIONS DESIGNATION
SUSPENSION OF TRADING
The U.S. Department of State has designated CEIBA as a blocked person and a Specially Designated National under Executive Order 14404
On 23 July 2026, the Department of State designated CEIBA pursuant to Executive Order (E.O.) 14404, which authorizes sanctions on persons determined to meet specified criteria related to Cuba.
The apparent justification for making this designation is the assumption on the part of the Department of State that CEIBA has attempted (or is complicit in attempting) to shield assets and revenue streams of Grupo de Administración Empresarial S.A. ("GAESA") from U.S. sanctions.
In this respect, explicit reference is made by the Department of State to a transaction carried out by CEIBA's wholly-owned subsidiary CEIBA MTC Properties Inc. to acquire 51% of the shares in Inmobiliaria Monte Barreto S.A. ("Monte Barreto") from Inmobiliaria Lares S.A., an indirect subsidiary of GAESA.
As announced by the Company on 5 June 2026, the Monte Barreto transaction was the result of a lengthy process of negotiations that began in March 2017 and was finalized and set out in a binding agreement on 22 April 2026, before the date that GAESA was designated by the U.S. State Department as a blocked person and SDN under E.O. 14404.
The transaction was carried out on arm's-length terms and was completed within the stated timeframe granted under E.O. 14404 to wind down dealings with GAESA, and was fully funded using monies of Monte Barreto, including reserves, unpaid dividends and other Cuban onshore funds attributable to Monte Barreto and its shareholders and did not include any hard currency payment. The transaction resulted in Monte Barreto becoming a full foreign capital company falling under the supervision of the Cuban Ministry of Foreign Trade and Investment, with total autonomy of operations, benefitting from the new rules approved by the Cuban government in late 2025, including the direct hiring and remuneration of its personnel. As of 4 June 2026, the board of directors of Monte Barreto is made up only of CEIBA representatives. All Cuban directors resigned on completion of the transaction.
On 4 June 2026, CEIBA voluntarily disclosed the Monte Barreto transaction to the Office of Foreign Assets Control of the U.S. Department of the Treasury ("OFAC") and informed OFAC that by doing so it had fully wound down its only business relationship with GAESA within the period specified to do so.
To date, the Company has always been extremely careful with its investments in Cuba and has taken numerous steps to mitigate the risks of exposure to U.S. sanctions, including but not limited to: (i) not holding bank accounts, nor at any time transacting, in U.S. Dollars; (ii) not retaining U.S. entities (or non-U.S. entities that fall under the Cuban Assets Control Regulations (CACR) definition of "U.S. Person"); prohibiting U.S. investors from becoming shareholders of the Company; (iii) not using or benefitting from properties to which a claim is held by a U.S. Person; and (iv) excluding U.S. Persons from being a board member.
Request to be Removed from the E.O. 14404 SDN List and Immediate Implications
The Company believes that its designation by the Department of State as a blocked person and SDN under E.O. 14404 is an error and that the Company is able to prove that the transaction to acquire shares in Monte Barreto had a valid and real purpose, with many positive aspects, and it was not carried out to shield assets and revenue streams belonging to GAESA from U.S. sanctions.
CEIBA will therefore immediately approach OFAC and the Department of State to request cancellation of the designation and removal of the Company from the SDN list.
However, the Company is conscious of the fact that there are no set time limits in relation to the designation delisting process and that, in the meantime, the designation will have severe immediate implications for the Company and its subsidiaries, who under E.O. 14404 are now all considered blocked persons.
On the basis of General License number 2, issued by OFAC on 23 July 2026, third parties are also authorized to wind down transactions involving CEIBA and its subsidiaries through 22 August 2026.
Board Resignations
As a result of the SDN designation the following members of the Board of Directors have tendered their immediate resignation:
· Simeon Goddard
· Robin Smith
· Enrique Martinon Garcia
Suspension of Trading
Following the announcement issued by CEIBA earlier today, at the request of the Company trading of the Company's shares on the Specialist Funds Segment of the London Stock Exchange was temporarily suspended while the Board considers the impact on CEIBA of the E.O. 14404 Designation.
Given the complexity and unexpected nature of this designation, the Board and Management of CEIBA continue to consult with advisors to assess and understand the impact of this designation on the Company and its financial position.
As such, the Company has requested that the temporary suspension to trading in its shares remains in place and an update will be made in due course.
For further information, please contact:
|
Sebastiaan Berger
|
Via NSM Funds Limited |
|
Singer Capital Markets James Maxwell / Patrick Weaver (Corporate Finance) Sam Geatrex (Sales)
|
Tel: +44 (0)20 7496 3000 |
|
NSM Funds Limited |
Tel: +44 (0)1481 743030
|