First Philippine Holdings amends tender offer for Lopez Holdings shares

FIRST PHILIPPINE Holdings Corp. (FPH) has modified its tender offer to buy common shares of Lopez Holdings Corp. by lowering the number of stocks that it plans to acquire, the company said in a regulatory filing on Wednesday.

FPH said its revised tender offer will cover up to a maximum of 1.57 billion common shares, equivalent to 34.5% of the total issued and outstanding common shares.

The figures represent a revision of its previous plan to acquire a minimum of 20% or 908.46 million common shares and up to a maximum of 45.56% or 2.07 billion common shares of the total issued and outstanding common shares of Lopez Holdings, the parent firm of FPH.

The shares will be acquired from Lopez Holdings shareholders at P3.85 per common share. However, the intention does not include the shares owned by Lopez, Inc., which agreed not to tender its common shares.

“The reduction will remove the risk of [Lopez Holdings] falling below the required minimum public ownership and dispense with the need to pursue its petition for a voluntary delisting,” the disclosure said.

FPH President and Chief Operating Officer Francis Giles B. Puno said the company wanted to remove the pressure that a number of Lopez Holdings shareholders may have experienced from its plan to delist.

He added that the firm wanted the market to decide whether investors want to avail of the tender offer shares.

“It bears stressing that the tender offer price is at a significant premium to the market price right before the tender was announced and is even at the higher range of the valuation provided by the independent financial adviser, KPMG, as accredited by the exchange,” Mr. Puno was quoted as saying.

FPH said its tender offer price of P3.85 is a 25% premium over Lopez Holdings’ closing share price on Nov. 27 last year, at P3.08, and is 41%, 43%, and 36% premium over its three-month, six-month, and 12-month volume weighted average price at P2.74, P2.69, and P2.82, respectively.

The company added that its tender offer price is also a 22% premium over Lopez Holdings’ six-month closing high of P3.15 as of Nov. 27, 2020.

“The tender offer period is intended to still commence on Jan. 22, 2021 and end on Feb. 19 2021, subject to extension as circumstances may warrant,” the disclosure said.

In December last year, Lopez Holdings announced that it had filed for the voluntary delisting of its 4.63 billion shares from the Philippine Stock Exchange.

Lopez Holdings is the Lopez family’s holding firm for investments in major development sectors. FPH is the parent firm of the family’s energy investments.

On Wednesday, shares in FPH at the stock exchange fell 1.24% or P1 to close at P79.50 each. — Revin Mikhael D. Ochave

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